Common use of Mergers and Other Reorganizations Clause in Contracts

Mergers and Other Reorganizations. If at any time or from time to time there shall be a capital reorganization of the Common Stock (other than a subdivision, combination, reclassification or exchange of shares provided for elsewhere in this Section A.5) or a merger or consolidation of the Corporation with or into another corporation or the sale of all or substantially all of the Corporation's properties and assets to any other person, then, as a part of and as a condition to the effectiveness of such reorganization, merger, consolidation or sale, lawful and adequate provision shall be made so that the holders of the Convertible Preferred Stock shall thereafter be entitled to receive upon conversion of the Convertible Preferred Stock the number of shares of stock or other securities or property of the Corporation or of the successor corporation resulting from such merger or consolidation or sale, to which such holders would have been entitled upon such capital reorganization, merger, consolidation or sale had such holders converted their shares of Convertible Preferred Stock into Common Stock immediately prior to such capital reorganization, merger, consolidation, or sale. In any such case, appropriate provisions shall be made with respect to the rights of the holders of the Convertible Preferred Stock after the reorganization, merger, consolidation or sale to the end that the provisions of this Section A.5 (including without limitation provisions for adjustment of the Conversion Price and the number of shares purchasable upon conversion of the Convertible Preferred Stock) shall thereafter be applicable, as nearly as may be, with respect to any shares of stock, securities or assets to be deliverable thereafter upon the conversion of the Convertible Preferred Stock.

Mergers and Other Reorganizations. If at any time or from time to time there shall be a capital reorganization of the Common Stock (other than a subdivision, combination, reclassification or exchange of shares provided for elsewhere in this Section A.54) or a merger or consolidation of the Corporation with or into another corporation Corporation or the sale of all or substantially all of the Corporation's properties and assets to any other person, then, as a part of and as a condition to the effectiveness of such reorganization, merger, consolidation or sale, lawful and adequate provision shall be made so that the holders of the Convertible Series A Preferred Stock shall thereafter be entitled to receive upon conversion of the Convertible Series A Preferred Stock the number of shares of stock or other securities or property of the Corporation or of the successor corporation resulting from such merger or consolidation or sale, to which such holders would have been entitled a holder of Common Stock Each holder of Series A Preferred Stock upon such the occurrence of a capital reorganization, merger, merger or consolidation or sale had such holders converted their shares of Convertible Preferred Stock into Common Stock immediately prior to such capital reorganization, merger, consolidation, or sale. In any such case, appropriate provisions shall be made with respect to the rights of the holders Corporation or the sale of all or substantially all its assets and properties as such events are more fully set forth in the Convertible Preferred Stock after the reorganization, merger, consolidation or sale to the end that the provisions first paragraph of this Section A.5 4(i), shall have the option of electing treatment of his or her shares of Series A Preferred Stock under either this Section 4(i) or Section 2(b) hereof, notice of which election shall be submitted in writing to the Corporation at its principal offices no later than ten (including without limitation provisions for adjustment 10) days before the effective date of such event, provided that any such notice shall be effective if given not later than fifteen (15) days after the date of the Conversion Price and the number of shares purchasable upon conversion of the Convertible Preferred Stock) shall thereafter be applicableCorporation's notice, as nearly as may bepursuant to Section 8, with respect to any shares of stock, securities or assets to be deliverable thereafter upon the conversion of the Convertible Preferred Stocksuch event.

Mergers and Other Reorganizations. If Unless such transaction is an Extraordinary Transaction in which the holders of the Convertible Preferred Stock elect redemption (in which case Section 4(a)(ii) shall apply and this subsection shall not apply), if at any time or from time to time there shall be a capital reorganization of the Common Stock (other than a subdivision, combination, combination or reclassification or exchange of shares provided for elsewhere in this Section A.56) or a merger or consolidation of the Corporation with or into another corporation Corporation or the sale of all or substantially all of the Corporation's properties and assets to any other person, then, as a part of and as a condition to the effectiveness of such reorganization, merger, consolidation or sale, lawful and adequate provision shall be made so that the holders of the Convertible Preferred Stock shall thereafter be entitled to receive upon conversion of the Convertible Preferred Stock the number of shares of stock or other securities or property of the Corporation or of the successor corporation Corporation resulting from such merger or consolidation or sale, to which such holders a holder of Common Stock deliverable upon conversion would have been entitled upon such capital reorganization, merger, consolidation or sale had such holders converted their shares of Convertible Preferred Stock into Common Stock immediately prior to on such capital reorganization, merger, consolidation, or sale. In any such case, appropriate provisions shall be made with respect to the rights of the holders of the Convertible Preferred Stock after the reorganization, merger, consolidation or sale to the end that the provisions of this Section A.5 6 (including including, without limitation limitation, provisions for adjustment of the applicable Conversion Price and the number of shares purchasable upon conversion of the Convertible Preferred Stock) shall thereafter be applicable, as nearly as may be, with respect to any shares of stock, securities or assets to be deliverable thereafter upon the conversion of the Convertible Preferred Stock.

Mergers and Other Reorganizations. If at any time or from time to time there shall be a capital reorganization of the Common Stock (other than a subdivision, combination, combination or reclassification or exchange of shares provided for elsewhere in this Section A.5A.7) or a merger or consolidation of the Corporation with or into another corporation Corporation or the sale of all or substantially all of the Corporation's ’s properties and assets to any other person, then, then as a part of and as a condition to the effectiveness of such reorganization, merger, consolidation or sale, lawful and adequate provision shall be made so that the holders of the Convertible Preferred Stock or Series 1 Stock, shall thereafter be entitled to receive upon conversion of the Convertible each share of Preferred Stock or Series 1 Stock the number of shares of stock or other securities or property of the Corporation or of the successor corporation resulting from such merger or consolidation or sale, to which such holders would have been entitled a holder of the number of shares of Common Stock deliverable upon conversion of a share of Preferred Stock or Series 1 Stock immediately prior to such capital reorganization, merger, consolidation or sale had such holders converted their shares of Convertible Preferred Stock into Common Stock immediately prior to would have been entitled on such capital reorganization, merger, consolidation, or sale. In any such case, appropriate provisions shall be made with respect to the rights of the holders of the Convertible Preferred Stock or Series 1 Stock after the reorganization, merger, consolidation or sale to the end that the provisions of this Section A.5 A.7 (including including, without limitation limitation, provisions for adjustment of the applicable Conversion Price and the number of shares purchasable upon conversion of the Convertible Preferred Stock and Series 1 Stock) shall thereafter be applicable, as nearly as may be, with respect to any shares of stock, securities or assets to be deliverable thereafter upon the conversion of the Convertible Preferred Stock.Stock and Series 1

Mergers and Other Reorganizations. If Unless such transaction is an Extraordinary Transaction in which the holders of the Convertible Stock elect redemption (in which case Section 5(a)(ii) shall apply and this subsection shall not apply), if at any time or from time to time there shall be a capital reorganization of the Common Stock (other than a subdivision, combination, combination or reclassification or exchange of shares provided for elsewhere in this Section A.57) or a merger or consolidation of the Corporation with or into another corporation Corporation or the sale of all or substantially all of the Corporation's properties and assets to any other person, then, as a part of and as a condition to the effectiveness of such reorganization, merger, consolidation or sale, lawful and adequate provision shall be made so that the holders of the Convertible Preferred Stock shall thereafter be entitled to receive upon conversion of the Convertible Preferred Stock the number of shares of stock or other securities or property of the Corporation or of the successor corporation Corporation resulting from such merger or consolidation or sale, to which such holders a holder of Common Stock deliverable upon conversion would have been entitled upon such capital reorganization, merger, consolidation or sale had such holders converted their shares of Convertible Preferred Stock into Common Stock immediately prior to on such capital reorganization, merger, consolidation, or salesale had the holder of such Convertible Stock converted such securities immediately prior to such transaction. In any such case, appropriate provisions shall be made with respect to the rights of the holders of the Convertible Preferred Stock after the reorganization, merger, consolidation or sale to the end that the provisions of this Section A.5 7 (including including, without limitation limitation, provisions for adjustment of the applicable Conversion Price and the number of shares purchasable upon conversion of the Convertible Preferred Stock) shall thereafter be applicable, as nearly as may be, with respect to any shares of stock, securities or assets to be deliverable thereafter upon the conversion of the Convertible Preferred Stock.