Common use of Issuance of Convertible Securities Clause in Contracts

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one Common Share is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such Common Share shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “lowest price per share for which one Common Share is issuable upon the conversion, exercise or exchange” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one Common Share upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such Common Shares upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (Securities, whether or not including Excluded Securities) immediately convertible, in one transaction or a series of related transactions, and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable Price, then such shares of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii7(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchangeexchange or exercise” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such share of Common Shares Stock upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Conversion Price had been or is are to be made pursuant to other provisions of this Section 2(a7(a), no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security less any consideration paid or payable by the Company with respect to such one share of Common Stock upon the issuance or sale of such Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue issuance or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant the Exercise Price has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price shall be made by reason of such issue issuance or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security less any consideration paid or payable by the Company with respect to such one share of Common Stock upon the issuance or sale of such Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” " shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exchange or exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii3(b)(ii)(B), the “lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exercise exchange or exchangeexercise” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon the conversion, exchange or exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such Common Shares Stock upon conversion, exchange or exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Exercise Price had been or is are to be made pursuant to other provisions of this Section 2(a3(b)(ii), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Base Share Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii3(b)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” exchange thereof" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a3(b), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii7(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchangeexchange or exercise” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such share of Common Shares Stock upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Conversion Price had been or is are to be made pursuant to other provisions of this Section 2(a7(a), no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one Common Share is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such Common Share shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “"lowest price per share for which one Common Share is issuable upon the conversion, exercise or exchange” " shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one Common Share upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such Common Shares upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii)Section, the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchangeexchange or exercise” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such share of Common Shares Stock upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Conversion Price had been or is are to be made pursuant to other provisions of this Section 2(a)Section, no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii9(c)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No Except as contemplated below, no further adjustment of the Exercise Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a9(c), except as contemplated below, no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security less any consideration paid or payable by the Company with respect to such one share of Common Stock upon the issuance or sale of such Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share shall Stock will be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” shall " will be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall or number of Warrant Shares will be made upon the actual issuance of such Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any securities (other than Options) directly or indirectly convertible into or exercisable or exchangeable for Common Stock ("Convertible Securities (not including Excluded Securities") and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable then current Exercise Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii9(c)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” " shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a9(c), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” exchange thereof" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security less any consideration paid or payable by the Company with respect to such one share of Common Stock upon the issuance or sale of such Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii3(b)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security less any consideration paid or payable by the Company with respect to such one share of Common Stock upon the issuance or sale of such Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a3(b), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one (1) share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “"lowest price per share for which one (1) share of Common Share Stock is issuable upon the conversion, exercise or exchange” " shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one (1) share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security less any consideration paid or payable by the Company with respect to such one (1) share of Common Stock upon the issuance or sale of such Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exchange or exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or of sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii2(f)(i)(B), the “"lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exercise exchange or exchange” exercise" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon the conversion, exchange or exercise or exchange of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such Common Shares Stock upon conversion, exchange or exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Conversion Price had been or is are to be made pursuant to other provisions of this Section 2(a2(f)(i), no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii9(e)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a9(e), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one Common Share is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable PriceConversion Price in effect immediately prior to such issue or sale, then each such Common Share underlying such Convertible Securities shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii4.4(a)(ii), the “lowest price per share for which one Common Share is issuable upon the conversion, exercise such conversion or exchangeexchange or exercise” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one Common Share upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such Common Shares Share upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Conversion Price had been or is are to be made pursuant to other provisions of this Section 2(a4.4(a), no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including other than Excluded SecuritiesIssuances) and the lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exchange or exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii9(b)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exercise exchange or exchangeexercise” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exchange or exercise or exchange of such Convertible Security. No further adjustment of the Exercise Warrant Price shall be made upon the actual issuance of such Common Shares Stock upon conversion, exchange or exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this the Warrant has Price had been or is are to be made pursuant to other provisions of this Section 2(a9(b), no further adjustment of the Exercise Warrant Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If subsequent to the ------------------------------------- date hereof the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) Security and the lowest price per share for which any one share of Common Share Stock is issuable upon the conversion, exercise conversion or exchange thereof is less than the Applicable PriceExercise Price in effect immediately prior to the time of such issue or sale, then such share or shares of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the such time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii)paragraph, the “"lowest price per share for which any one share of Common Share Stock is issuable upon the conversion, exercise or exchange” issuable" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance issue of such Common Shares Stock upon conversion, exercise conversion or exchange of such any Convertible SecuritiesSecurity, and if any such issue or sale of such Convertible Securities Security is made upon exercise of any Options for which adjustment adjustments of this Warrant has the Exercise Price had been or is are to be made pursuant to other provisions of this Section 2(a)2, no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii2(b)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock (a) upon the granting, issuance or sale of the Convertible Security and (b) upon conversion, exercise or exchange of such Convertible Security. No Except as contemplated below, no further adjustment of the Exercise Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a2(b), except as contemplated below, no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii3(a)(iii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” exchange thereof" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security less any consideration paid or payable by the Company with respect to such one share of Common Stock upon the issuance or sale of such Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a3(a), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii2(b)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No Except as contemplated below, no further adjustment of the Exercise Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a2(b), except as contemplated below, no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one Common Ordinary Share is issuable upon the conversion, exchange or exercise or exchange thereof is less than the Applicable Price, then such Common Ordinary Share shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii3(c)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exercise exchange or exchangeexercise” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one Common Ordinary Share upon the granting, issuance or sale of the any such Convertible Security and upon conversion, exchange or exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exchange or exercise or exchange of such Convertible SecuritiesSecurity, and if any such issue or sale of such Convertible Securities Security is made upon exercise of any Options Option for which adjustment of this Warrant has the Exercise Price had been or is are to be made pursuant to other provisions of this Section 2(a3(c)(i), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii)Section, the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange” exchange or exercise" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such share of Common Shares Stock upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Conversion Price had been or is are to be made pursuant to other provisions of this Section 2(a)Section, no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells sells, or the Company publicly announces the issuance or sale of, any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise conversion or exchange or exercise thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii7(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, conversion or exchange or exercise or exchangethereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange or exercise of such Convertible Security less any consideration paid or payable by the Company with respect to such one share of Common Stock upon the issuance or sale of the Convertible Security and upon the conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant the Conversion Price has been or is to be made pursuant to other provisions of this Section 2(a7(a), no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii10(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security less any consideration paid or payable by the Company with respect to such one share of Common Stock upon the issuance or sale of such Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a10(a), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii2(b)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security less any consideration paid or payable by the Company with respect to such one share of Common Stock upon the issuance or sale of such Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a2(b), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii3(b)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security less any consideration paid or payable by the Company with respect to such one share of Common Stock upon the issuance or sale of such Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a3(b), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Conversion Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), 7.14(e)(ii) the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security less any consideration paid or payable by the Company with respect to such one share of Common Stock upon the issuance or sale of such Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price Conversion Rate shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue issuance or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant the Conversion Rate has been or is to be made pursuant to other provisions of this Section 2(a7.14(e), no further adjustment of the Exercise Price Conversion Rate shall be made by reason of such issue issuance or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii13.4(B), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” exchange thereof" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No Except as contemplated below, no further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such share of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant the Conversion Price has been or is to be made pursuant to other provisions of this Section 2(a)13.4, except as contemplated below, no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale. The Conversion Price will be readjusted to the extent that such Convertible Securities are not converted prior to the last day on which they are convertible.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii3(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a3(a), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii6(e)(i)(y), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” exchange thereof" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Conversion Price or number of shares of Common Stock subject to the Conversion Rights shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant its Conversion Rights has been or is to be made pursuant to other provisions of this Section 2(a6(e), no further adjustment of the Exercise Conversion Price or number of shares of Common Stock subject to the Conversion Rights shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Exercise Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security less any consideration paid or payable by the Company with respect to such one share of Common Stock upon the issuance or sale of such Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company Issuer in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company Issuer at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii4(c)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” exchange thereof" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company Issuer with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Warrant Price or number of shares of Warrant Stock shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a4(c), no further adjustment of the Exercise Warrant Price or number of shares of Warrant Stock shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii9(g)(i)(2), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a9(g), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii9(f)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a9(f), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Company Common Share Stock is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable Price, then such share of Company Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or of sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii7(a)(ii), the “lowest price per share for which one share of Company Common Share Stock is issuable upon the conversion, exercise such conversion or exchangeexchange or exercise” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Company Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Fixed Conversion Price shall be made upon the actual issuance of such Company Common Shares Stock upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Fixed Conversion Price had been or is are to be made pursuant to other provisions of this Section 2(a7(a), no further adjustment of the Exercise Fixed Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of shares of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of shares of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “lowest price per share for which one share of shares of Common Share Stock is issuable upon the conversion, exercise or exchange” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of shares of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) Security and the lowest price per share for which any one share of Common Share Stock is issuable upon the conversion, exercise conversion or exchange thereof is less than the Applicable PriceExercise Price in effect immediately prior to the time of such issue or sale, then such share or shares of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the such time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii)paragraph, the “"lowest price per share for which any one share of Common Share Stock is issuable upon the conversion, exercise or exchange” issuable" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance issue of such Common Shares Stock upon conversion, exercise conversion or exchange of such any Convertible SecuritiesSecurity, and if any such issue or sale of such Convertible Securities Security is made upon exercise of any Options for which adjustment adjustments of this Warrant has the Exercise Price had been or is are to be made pursuant to other provisions of this Section 2(a)2, no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including other than Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” " shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” " shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable Price, then all shares of Common Stock issuable upon conversion of such Common Share Convertible Securities shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii3(b)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchangeexchange or exercise” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such share of Common Shares Stock upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Exercise Price had been or is are to be made pursuant to other provisions of this Section 2(a3(b), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exchange or exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii3(b)(ii)(B), the “"lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exercise exchange or exchange” exercise" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon the conversion, exchange or exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such Common Shares Stock upon conversion, exchange or exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Exercise Price had been or is are to be made pursuant to other provisions of this Section 2(a3(b)(ii), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company Parent in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Shares is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable Price, then each such share of Common Share Shares underlying such Convertible Securities shall be deemed to be outstanding and to have been issued and sold by the Company Parent at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii4(s)(iv)(A)(II), the “"lowest price per share for which one share of Common Share Shares is issuable upon the conversion, exercise such conversion or exchange” exchange or exercise" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company Parent with respect to any one share of Common Share Shares upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Exchange Price shall be made upon the actual issuance of such share of Common Shares upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Exchange Price had been or is are to be made pursuant to other provisions of this Section 2(a4(s)(iv)(A)(II), no further adjustment of the Exercise Exchange Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Securities, except any Excluded Securities) Transaction, and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(iiSubsection 5(c)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” exchange thereof" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant Debenture has been or is to be made pursuant to other provisions of this Section 2(a)Section, no further adjustment of the Exercise Conversion Price or number of Conversion Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” exchange thereof" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Securities, other than Excluded Securities) , and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable Price, then then, solely for purposes of this Section 7, such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or of sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii7(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchangeexchange or exercise” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such Common Shares Stock upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Conversion Price had been or is are to be made pursuant to other provisions of this Section 2(a7(a), no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in ------------------------------------ any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” " shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or of sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii7(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchangeexchange or exercise” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such Common Shares Stock upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Conversion Price had been or is are to be made pursuant to other provisions of this Section 2(a7(a), no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security less any consideration paid or payable by the Company with respect to such one share of Common Stock upon the issuance or sale of such Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in shall, at any manner issues time or sells from time to time after the Adjustment Date, grant or sell any Convertible Securities (convertible securities, whether or not including Excluded Securities) the right to convert or exchange any such convertible securities is immediately exercisable, and the lowest price per share (determined as provided in this paragraph and in Section 1(d)(iii)) for which one Common Share Stock is issuable upon the conversion, exercise conversion or exchange thereof of such convertible securities is less than the Applicable PriceExercise Price in effect immediately prior to the time of the granting or sale of such convertible securities, then the total maximum number of shares of Common Stock issuable upon conversion or exchange of the total maximum amount of such Common Share convertible securities shall be deemed to be outstanding and to have been issued and sold by the Company at the time as of the issuance date of granting or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “lowest convertible securities at a price per share for which one Common Share is issuable upon the conversion, exercise or exchange” shall be equal to the sum of quotient obtained by dividing (A) the lowest amounts of consideration (total amount, if any) , received or receivable by the Company with respect to one Common Share upon as consideration for the granting, issuance sale, or sale exercise of such convertible securities (which sum shall constitute the Convertible Security and applicable consideration received for purposes of Section 1(a)), by (B) the total maximum number of shares of Common Stock issuable upon conversion, exercise the conversion or exchange of all such Convertible Securityconvertible securities. No further adjustment of the Exercise Price shall be made upon the actual issuance of such Common Shares Stock upon conversion, exercise conversion or exchange of such Convertible Securities, and if any such convertible securities or by reason of the issue or sale of such Convertible Securities is made convertible securities upon exercise of any Options options to purchase any such convertible securities for which adjustment adjustments of this Warrant has the Exercise Price have been or is to be made pursuant to the other provisions of this Section 2(a1(d), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii5(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No Except as contemplated below, no further adjustment of the Exercise Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a5(a), except as contemplated below, no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exchange or exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii8(b)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exercise exchange or exchangeexercise” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the any such Convertible Security and upon conversion, exchange or exercise or exchange of such Convertible Security. No further adjustment of the Warrant Exercise Price shall be made upon the actual issuance of such Common Shares Stock upon conversion, exchange or exercise or exchange of such Convertible SecuritiesSecurity, and if any such issue or sale of such Convertible Securities Security is made upon exercise of any Options Option for which adjustment of this the Warrant has Exercise Price had been or is are to be made pursuant to other provisions of this Section 2(a8(b), no further adjustment of the Warrant Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Securities, other than Excluded Securities) , and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then then, solely for purposes of this Section 2, such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Base Share Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii)[ ], the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of shares of Warrant Stock shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a)[ ], no further adjustment of the Exercise Price or number of shares of Warrant Stock shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company Evergreen in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company Evergreen at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii3.6(a)(ii)(2), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company Evergreen with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Set Price or number of Conversion Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant Note has been or is to be made pursuant to other provisions of this Section 2(a)3.6, no further adjustment of the Exercise Set Price or number of Conversion Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exchange or exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or of sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii11(b)(ii)(B), the “lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exercise exchange or exchangeexercise” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon the conversion, exchange or exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such Common Shares Stock upon conversion, exchange or exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Exercise Price had been or is are to be made pursuant to other provisions of this Section 2(a11(b)(ii), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in ------------------------------------ any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” " shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No NTR 5/14/2007 further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or of sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii7(a)(ii), the “lowest "price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange” exchange or exercise" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such share of Common Shares Stock upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Conversion Price had been or is are to be made pursuant to other provisions of this Section 2(a7(a), no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells sells, or publicly announces the issuance or sale of, any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one Common Ordinary Share is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such Common Ordinary Share shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “"lowest price per share for which one Common Ordinary Share is issuable upon the conversion, exercise or exchange” exchange thereof" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one Common Ordinary Share upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security less any consideration paid or payable by the Company with respect to such one Ordinary Share upon the issuance or sale of such Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such Common Ordinary Shares upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii9(h)(i)(2), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” " shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a9(h), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii)Section, the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchangeexchange or exercise” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Floor Price shall be made upon the actual issuance of such share of Common Shares Stock upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Floor Price had been or is are to be made pursuant to other provisions of this Section 2(a)Section, no further adjustment of the Exercise Floor Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii5(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security less any consideration paid or payable by the Company with respect to such one share of Common Stock upon the issuance or sale of such Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a5(a), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or of sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii8(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchangeexchange or exercise” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security Securities and upon conversion, exercise the conversion or exchange or exercise of such Convertible SecuritySecurities. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such Common Shares Stock upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Conversion Price had been or is are to be made pursuant to other provisions of this Section 2(a8(a), no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exchange or exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or of sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii2(f)(i)(B), the “"lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exercise exchange or exchange” exercise" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of 11 Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon the conversion, exchange or exercise or exchange of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such Common Shares Stock upon conversion, exchange or exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Conversion Price had been or is are to be made pursuant to other provisions of this Section 2(a2(f)(i), no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or of sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii13.09(a)(ii), the “lowest "price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange” exchange or exercise" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such share of Common Shares Stock upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Conversion Price had been or is are to be made pursuant to other provisions of this Section 2(a13.09(a), no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exchange or exercise or exchange thereof is less than the Applicable Price, then such Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or of sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii2(f)(i)(B), the “lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exercise exchange or exchangeexercise” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon the conversion, exchange or exercise or exchange of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such Common Shares Stock upon conversion, exchange or exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Conversion Price had been or is are to be made pursuant to other provisions of this Section 2(a2(f)(i), no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including other than Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or of sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii7(a)(ii), the “lowest "price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange” exchange or exercise" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such share of Common Shares Stock upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Conversion Price had been or is are to be made pursuant to other provisions of this Section 2(a7(a), no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in ------------------------------------ any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such Conversion or exchange or exercise thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or of sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii7(a)(ii), the “lowest "price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such Conversion or exchange” exchange or exercise" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the Conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such Common Shares Stock upon conversion, exercise Conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Conversion Price had been or is are to be made pursuant to other provisions of this Section 2(a7(a), no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exchange or exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or of sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii6(a)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exercise exchange or exchange” exercise" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon the conversion, exchange or exercise or exchange of such Convertible Security. No further adjustment of the Exercise Standard Conversion Price shall be made upon the actual issuance of such Common Shares Stock upon conversion, exchange or exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Standard Conversion Price had been or is are to be made pursuant to other provisions of this Section 2(a6(a), no further adjustment of the Exercise Standard Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii13.4(B), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No Except as contemplated below, no further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such share of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant the Conversion Price has been or is to be made pursuant to other provisions of this Section 2(a)13.4, except as contemplated below, no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale. The Conversion Price will be readjusted to the extent that such Convertible Securities are not converted prior to the last day on which they are convertible.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including other than Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable Exercise Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or of sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii2(b)(2), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchangeexchange or exercise” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such share of Common Shares Stock upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Exercise Price had been or is are to be made pursuant to other provisions of this Section 2(a2(b), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii5.5(b), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange” exchange or exercise" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such share of Common Shares Stock upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Exercise Price had been or is are to be made pursuant to other provisions of this Section 2(a)5.5, no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii)Section, the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange” exchange or exercise" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Floor Price shall be made upon the actual issuance of such share of Common Shares Stock upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Floor Price had been or is are to be made pursuant to other provisions of this Section 2(a)Section, no further adjustment of the Exercise Floor Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” exchange thereof" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii7(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security less any consideration paid or payable by the Company with respect to such one share of Common Stock upon the issuance or sale of such Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant the Conversion Price has been or is to be made pursuant to other provisions of this Section 2(a7(a), no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii2(b)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a2(b), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii13.06(a)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” exchange thereof" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with in respect to of one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant Conversion Price has been or is to be made pursuant to other provisions of this Section 2(a13.06(a), no further adjustment of the Exercise Price Conversion shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii5.4(b), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one Common Share upon the granting, issuance or sale of the conversion price set forth in such Convertible Security and for which one share of Common Stock is issuable upon conversion, exercise or exchange of such Convertible Securitythereof. No Except as contemplated below, no further adjustment of the Exercise Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a)5.4, except as contemplated below, no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii9(e)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” " shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a9(e), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including other than Excluded SecuritiesIssuances) and the lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exchange or exercise or exchange thereof is less than the Applicable PriceConversion Price in effect immediately prior to such Dilutive Issuance, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or of sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii4(c)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exercise exchange or exchange” exercise" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon the conversion, exchange or exercise or exchange of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such Common Shares Stock upon conversion, exchange or exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Conversion Price had been or is to be made pursuant to other provisions of this Section 2(a6(a), no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Current Conversion Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii7(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No Except as contemplated below, no further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such share of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant the Conversion Price has been or is to be made pursuant to other provisions of this Section 2(a7(a), except as contemplated below, no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii3(b)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” " shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a3(b), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells sells, or the Company publicly announces the issuance or sale of, any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one Common Share is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such Common Share shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “"lowest price per share for which one Common Share is issuable upon the conversion, exercise or exchange” exchange thereof" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one Common Share upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security less any consideration paid or payable by the Company with respect to such one Common Share upon the issuance or sale of such Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such Common Shares upon conversion, exercise or exchange of such Convertible Securities, and if any such issue issuance or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant the Exercise Price has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price shall be made by reason of such issue issuance or sale.

Issuance of Convertible Securities. If the Company Borrower in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company Borrower at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii8.1.1(b), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchangeexchange or exercise” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company Borrower with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such share of Common Shares Stock upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Conversion Price had been or is are to be made pursuant to other provisions of this Section 2(a)8.1.1, no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii13.06(a)(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with in respect to of one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant Conversion Price has been or is to be made pursuant to other provisions of this Section 2(a13.06(a), no further adjustment of the Exercise Price Conversion shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” exchange thereof" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security less any consideration paid or payable by the Company with respect to such one share of Common Stock upon the issuance or sale of such Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue issuance or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant the Exercise Price has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price shall be made by reason of such issue issuance or sale.

Issuance of Convertible Securities. If the Company in any ---------------------------------- manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the such conversion, exchange or exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or of sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii8(a)(ii), the “lowest "1owest price per share for which one share of Common Share Stock is issuable upon the such conversion, exercise exchange or exchange” exercise" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon the conversion, exchange or exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price shall be made upon the actual issuance of such Common Shares upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Exercise Price had been or is are to be made pursuant to other provisions of this Section 2(a8(a), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii9(d), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” exchange thereof" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a9(d), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company SDINC in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company SDINC at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii15.6.2(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company SDINC with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No Except as contemplated below, no further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant Agreement has been or is to be made pursuant to other provisions of this Section 2(a15.6.2(ii), except as contemplated below, no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii3(b)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” exchange thereof" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No Except as contemplated below, no further adjustment of the Exercise Price shall be made upon the actual issuance of such shares of Common Shares Stock upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a3(b), except as contemplated below, no further adjustment of the Exercise Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company SDINC in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable PriceConversion Price then in effect, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company SDINC at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii14.6.2(ii), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchangeexchange thereof” shall be equal to the sum total of the lowest amounts of consideration (if any) received or receivable by the Company SDINC with respect to one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon the conversion, exercise or exchange of such Convertible Security. No Except as contemplated below, no further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such shares of Common Shares upon Stock or the conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant Agreement has been or is to be made pursuant to other provisions of this Section 2(a14.6.2(ii), except as contemplated below, no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells sells, or the Company publicly announces the issuance or sale of, any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such share of Common Share Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii3(b)(ii), the “"lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise or exchange” exchange thereof" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment Security less any consideration paid or payable by the Company with respect to such one share of the Exercise Price shall be made Common Stock upon the actual issuance or sale of such Common Shares Convertible Security and upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price shall be made by reason of such issue or sale.​

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) and the lowest price per share for which one Common Share is issuable upon the conversion, exercise or exchange thereof is less than the Applicable Price, then such Common Share shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii), the “"lowest price per share for which one Common Share is issuable upon the conversion, exercise or exchange” exchange thereof" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to one Common Share upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise or exchange of such Convertible Security. No further adjustment of the Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such Common Shares upon conversion, exercise or exchange of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has been or is to be made pursuant to other provisions of this Section 2(a), no further adjustment of the Exercise Price or number of Warrant Shares shall be made by reason of such issue or sale.

Issuance of Convertible Securities. If the Company in any manner issues or sells any Convertible Securities (not including Excluded Securities) after the Subscription Date and the lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchange or exercise thereof is less than the Applicable Price, then each such share of Common Share Stock underlying such Convertible Securities shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the issuance or sale of such Convertible Securities for such price per share. For the purposes of this Section 2(a)(ii2(f)(i)(B), the “lowest price per share for which one share of Common Share Stock is issuable upon the conversion, exercise such conversion or exchangeexchange or exercise” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to any one share of Common Share Stock upon the granting, issuance or sale of the Convertible Security and upon conversion, exercise the conversion or exchange or exercise of such Convertible Security. No further adjustment of the Exercise Conversion Price shall be made upon the actual issuance of such share of Common Shares Stock upon conversion, exercise conversion or exchange or exercise of such Convertible Securities, and if any such issue or sale of such Convertible Securities is made upon exercise of any Options for which adjustment of this Warrant has the Conversion Price had been or is are to be made pursuant to other provisions of this Section 2(a2(f)(i), no further adjustment of the Exercise Conversion Price shall be made by reason of such issue or sale.