Common use of Reclassification, etc Clause in Contracts

Reclassification, etc. In case of any reclassification or change of the outstanding Common Stock of the Corporation (other than as a result of a subdivision, combination or stock dividend), or in case of any consolidation of the Corporation with, or merger of the Corporation into, another corporation or other business organization (other than a consolidation or merger in which the Corporation is the continuing corporation and which does not result in any reclassification or change of the outstanding Common Stock of the Corporation) at any time prior to the Expiration Date, then, as a condition of such reclassification, reorganization, change, consolidation or merger, lawful provision shall be made, and duly executed documents evidencing the same from the Corporation or its successor shall be delivered to the Optionee, so that the Optionee shall have the right prior to the Expiration Date to purchase, at a total price not to exceed that payable upon the exercise of this Option as to the number of Option Shares is then exercisable, the kind and amount of shares of stock and other securities and property receivable upon such reclassification, reorganization, change, consolidation or merger by a holder of the number of Option Shares which might have been purchased by the Optionee immediately prior to such reclassification, reorganization, change, consolidation or merger, and in any such case appropriate provisions shall be made with respect to the rights and interest of the Optionee to the end that the provisions hereof (including provisions for the adjustment of the Exercise Price and of the number of shares purchasable upon exercise of the Option) shall thereafter be applicable in relation to any shares of stock and other securities and property thereafter deliverable upon exercise of the Option.

Reclassification, etc. In case of any reclassification the Company shall reorganize its capital, reclassify its capital stock, consolidate or merge with or into another Person (where the Company is not the survivor or where there is a change of in or distribution with respect to the outstanding Common Stock of the Corporation Company), sell, convey, transfer or otherwise dispose of all or substantially all its property, assets or business to another Person, or effectuate a transaction or series of related transactions in which more than fifty percent (50%) of the voting power of the Company is disposed of (each, a “Fundamental Corporate Change”) and, pursuant to the terms of such Fundamental Corporate Change, shares of common stock of the successor or acquiring corporation, or any cash, shares of stock or other than securities or property of any nature whatsoever (including warrants or other subscription or purchase rights) in addition to or in lieu of common stock of the successor or acquiring corporation (“Other Property”) are to be received by or distributed to the holders of Common Stock of the Company, then the Holder of this Debenture shall have the right thereafter, at its sole option, to (a) receive the number of shares of common stock of the successor or acquiring corporation or of the Company, if it is the surviving corporation, and Other Property as is receivable upon or as a result of a subdivision, combination or stock dividend), or in case of any consolidation of the Corporation with, or merger of the Corporation into, another corporation or other business organization (other than a consolidation or merger in which the Corporation is the continuing corporation and which does not result in any reclassification or change of the outstanding Common Stock of the Corporation) at any time prior to the Expiration Date, then, as a condition of such reclassification, reorganization, change, consolidation or merger, lawful provision shall be made, and duly executed documents evidencing the same from the Corporation or its successor shall be delivered to the Optionee, so that the Optionee shall have the right prior to the Expiration Date to purchase, at a total price not to exceed that payable upon the exercise of this Option as to the number of Option Shares is then exercisable, the kind and amount of shares of stock and other securities and property receivable upon such reclassification, reorganization, change, consolidation or merger Fundamental Corporate Change by a holder of the number of Option Shares shares of Common Stock into which might have been purchased by the Optionee outstanding portion of this Debenture may be converted at the Conversion Ratio applicable immediately prior to such reclassificationFundamental Corporate Change or (c) require the Company, reorganizationor such successor, changeresulting or purchasing corporation, consolidation or mergeras the case may be, to, without benefit of any additional consideration there for, execute and in any such case appropriate provisions shall be made with respect deliver to the rights Holder a debenture with substantial identical rights, privileges, powers, restrictions and interest other terms as this Debenture in an amount equal to the amount outstanding under this Debenture immediately prior to such Fundamental Corporate Change. For purposes hereof, “common stock of the Optionee successor or acquiring corporation” shall include stock of such corporation of any class which is not preferred as to the end that the provisions hereof (including provisions for the adjustment dividends or assets over any other class of the Exercise Price stock of such corporation and which is not subject to prepayment and shall also include any evidences of the number of shares purchasable upon exercise of the Option) shall thereafter be applicable in relation to any indebtedness, shares of stock and or other securities which are convertible into or exchangeable for any such stock, either immediately or upon the arrival of a specified date or the happening of a specified event and property thereafter deliverable upon exercise of the Optionany warrants or other rights to subscribe for or purchase any such stock. The foregoing provisions shall similarly apply to successive Fundamental Corporate Changes.

Reclassification, etc. In case of any reclassification or change of the outstanding Common Warrant Stock of the Corporation Company (other than as a result of a subdivision, combination or stock dividend), or in case of any consolidation of the Corporation Company with, or merger of the Corporation Company into, another corporation or other business organization (other than a consolidation or merger in which the Corporation Company is the continuing corporation and which does not result in any reclassification or change of the outstanding Common Stock of the CorporationCompany) at any time prior to the Expiration Date, then, as a condition of such reclassification, reorganization, change, consolidation or merger, lawful provision shall be made, and duly executed documents evidencing the same from the Corporation Company or its successor shall be delivered to the OptioneeWarrantholder, so that the Optionee Warrantholder shall have the right prior to the Expiration Date to purchase, at a total price not to exceed that payable upon the exercise of this Option as to the number of Option Shares is then exercisableWarrant, the kind and amount of shares of stock and other securities and property receivable upon such reclassification, reorganization, change, consolidation or merger by a holder of the number of Option Shares shares of Warrant Stock of the Company which might have been purchased by the Optionee Warrantholder immediately prior to such reclassification, reorganization, change, consolidation or merger, and in any such case appropriate provisions shall be made with respect to the rights and interest of the Optionee Warrantholder to the end that the provisions hereof (including provisions for the adjustment of the Exercise Price and of the number of shares purchasable upon exercise of the Optionthis Warrant) shall thereafter be applicable in relation to any shares of stock and other securities and property thereafter deliverable upon exercise of the Optionhereof.

Reclassification, etc. In case of any reclassification or change of the outstanding Common Stock securities of the Corporation Company (or any other than as a result corporation the stock or securities of a subdivision, combination or stock dividend), or in case of any consolidation of which are at the Corporation with, or merger of the Corporation into, another corporation or other business organization (other than a consolidation or merger in which the Corporation is the continuing corporation and which does not result in any reclassification or change of the outstanding Common Stock of the Corporation) at any time prior to the Expiration Date, then, as a condition of such reclassification, reorganization, change, consolidation or merger, lawful provision shall be made, and duly executed documents evidencing the same from the Corporation or its successor shall be delivered to the Optionee, so that the Optionee shall have the right prior to the Expiration Date to purchase, at a total price not to exceed that payable receivable upon the exercise of this Option as Warrant)), consolidation or merger of the Company, sale of all or substantially all of its assets, or any similar corporate reorganization on or after the date hereof, then and in each such case the Holder, upon the exercise hereof at any time after the consummation of such reclassification, change, reorganization, merger, or conveyance, shall be entitled to receive, in lieu of the number of Option Shares is then exercisable, the kind and amount of shares of stock and or other securities and property receivable upon such reclassification, reorganization, change, consolidation or merger by a holder of the number of Option Shares which might have been purchased by the Optionee immediately exercise hereof prior to such reclassificationconsummation, reorganizationthe stock or other securities or property to which such Holder would have been entitled upon such consummation if such Holder had exercised this Warrant immediately prior thereto, change, consolidation or merger, all subject to further adjustment as provided in Section 6; and in any each such case case; appropriate provisions adjustment shall be made with respect to the Holder’s rights and interest of the Optionee under this Warrant to the end ensure that the provisions hereof (including provisions for the adjustment of the Exercise Price and of the number of shares purchasable upon exercise of the Option) this Section 6 shall thereafter be applicable applicable, as nearly as possible, to this Warrant in relation to any shares of stock and other securities and property stock, securities, or assets thereafter deliverable acquirable upon exercise of this Warrant (including, in the Optioncase of any consolidation, merger, sale, or similar transaction in which the successor or purchasing party is other than the Company, an immediate adjustment in the Exercise Price to the value for the Shares reflected by the terms of such consolidation, merger, sale, or similar transaction, and a corresponding immediate adjustment to the number of Shares acquirable upon exercise of this Warrant without regard to any limitations or restrictions on exercise, if the value so reflected is less than the Exercise Price in effect immediately prior to such consolidation, merger, sale, or similar transaction), and the terms of this Section 6 shall be applicable to the Shares or other securities properly receivable upon the exercise of this Warrant after such consummation.

Reclassification, etc. In case of any reclassification the Company shall reorganize its capital, reclassify its capital stock, consolidate or merge with or into another Person (where the Company is not the survivor or where there is a change of in or distribution with respect to the outstanding Common Stock of the Corporation Company), sell, convey, transfer or otherwise dispose of all or substantially all its property, assets or business to another Person, or effectuate a transaction or series of related transactions in which more than fifty percent (50%) of the voting power of the Company is disposed of (each, a "Fundamental Corporate Change") and, pursuant to the terms of such Fundamental Corporate Change, shares of common stock of the successor or acquiring corporation, or any cash, shares of stock or other than securities or property of any nature whatsoever (including warrants or other subscription or purchase rights) in addition to or in lieu of common stock of the successor or acquiring corporation ("Other Property") are to be received by or distributed to the holders of Common Stock of the Company, then the Holder of this Debenture shall have the right thereafter, at its sole option, to (x) require the Company to prepay this Debenture for cash at one hundred and fifty percent (150%) of the Principal Amount thereof, together with all accrued and unpaid interest thereon to the date of prepayment, (y) receive the number of shares of common stock of the successor or acquiring corporation or of the Company, if it is the surviving corporation, and Other Property as is receivable upon or as a result of a subdivision, combination or stock dividend), or in case of any consolidation of the Corporation with, or merger of the Corporation into, another corporation or other business organization (other than a consolidation or merger in which the Corporation is the continuing corporation and which does not result in any reclassification or change of the outstanding Common Stock of the Corporation) at any time prior to the Expiration Date, then, as a condition of such reclassification, reorganization, change, consolidation or merger, lawful provision shall be made, and duly executed documents evidencing the same from the Corporation or its successor shall be delivered to the Optionee, so that the Optionee shall have the right prior to the Expiration Date to purchase, at a total price not to exceed that payable upon the exercise of this Option as to the number of Option Shares is then exercisable, the kind and amount of shares of stock and other securities and property receivable upon such reclassification, reorganization, change, consolidation or merger Fundamental Corporate Change by a holder of the number of Option Shares shares of Common Stock into which might have been purchased by the Optionee outstanding portion of this Debenture may be converted at the Conversion Price applicable immediately prior to such reclassificationFundamental Corporate Change or (z) require the Company, reorganizationor such successor, changeresulting or purchasing corporation, consolidation or mergeras the case may be, to, without benefit of any additional consideration therefor, execute and in any such case appropriate provisions shall be made with respect deliver to the rights Holder a debenture with substantial identical rights, privileges, powers, restrictions and interest other terms as this Debenture in an amount equal to the amount outstanding under this Debenture immediately prior to such Fundamental Corporate Change. For purposes hereof, "common stock of the Optionee successor or acquiring corporation" shall include stock of such corporation of any class which is not preferred as to the end that the provisions hereof (including provisions for the adjustment dividends or assets over any other class of the Exercise Price stock of such corporation and which is not subject to prepayment and shall also include any evidences of the number of shares purchasable upon exercise of the Option) shall thereafter be applicable in relation to any indebtedness, shares of stock and or other securities which are convertible into or exchangeable for any such stock, either immediately or upon the arrival of a specified date or the happening of a specified event and property thereafter deliverable upon exercise of the Optionany warrants or other rights to subscribe for or purchase any such stock. The foregoing provisions shall similarly apply to successive Fundamental Corporate Changes.

Reclassification, etc. In case of any reclassification or change of the outstanding Common Preferred Stock of the Corporation Company (other than as a result of a subdivision, combination or stock dividend), or in case of any consolidation of the Corporation Company with, or merger of the Corporation Company into, another corporation or other business organization (other than a consolidation or merger in which the Corporation Company is the continuing corporation and which does not result in any reclassification or change of the outstanding Common Preferred Stock of the CorporationCompany) at any time prior to the Expiration Date, then, as a condition of such reclassification, reorganization, change, consolidation or merger, lawful provision provisions shall be made, and duly executed documents evidencing the same from the Corporation Company or its successor shall be delivered to the OptioneeWarrantholder, so that the Optionee Warrantholder shall have the right prior to the Expiration Date to purchase, at a total price not to exceed that payable upon the exercise of this Option as to the number of Option Shares is then exercisableWarrant, the kind and amount of shares of stock and other securities and property receivable upon such reclassification, reorganization, change, consolidation or merger by a holder of the number of Option Shares shares of Warrant Stock of the Company which might have been purchased by the Optionee Warrantholder immediately prior to such reclassification, reorganization, change, consolidation or merger, and in any such case appropriate provisions shall be made with respect to the rights and interest of the Optionee Warrantholder to the end that the provisions hereof (including provisions for the adjustment of the Exercise Price and of the number of shares purchasable upon exercise of the Optionthis Warrant) shall thereafter be applicable in relation to any shares of stock and other securities and property thereafter deliverable upon exercise of the Optionhereof.

Reclassification, etc. In case of any reclassification the Company shall reorganize its capital, reclassify its capital stock, consolidate or merge with or into another Person (where the Company is not the survivor or where there is a change of in or distribution with respect to the outstanding Common Stock of the Corporation Company), sell, convey, transfer or otherwise dispose of all or substantially all its property, assets or business to another Person, or effectuate a transaction or series of related transactions in which more than fifty percent (50%) of the voting power of the Company is disposed of (each, a "Fundamental Corporate Change") and, pursuant to the terms of such Fundamental Corporate Change, shares of common stock of the successor or acquiring corporation, or any cash, shares of stock or other than securities or property of any nature whatsoever (including warrants or other subscription or purchase rights) in addition to or in lieu of common stock of the successor or acquiring corporation ("Other Property") are to be received by or distributed to the holders of Common Stock of the Company, then the Holder of this Debenture shall have the right thereafter, at its sole option, to (x) require the Company to prepay this Debenture for cash at one hundred and fifty percent (150%) of the Principal Amount thereof, together with all accrued and unpaid interest thereon to the date of prepayment, (y) receive the number of shares of common stock of the successor or acquiring corporation or of the Company, if it is the surviving corporation, and Other Property as is receivable upon or as a result of a subdivision, combination or stock dividend), or in case of any consolidation of the Corporation with, or merger of the Corporation into, another corporation or other business organization (other than a consolidation or merger in which the Corporation is the continuing corporation and which does not result in any reclassification or change of the outstanding Common Stock of the Corporation) at any time prior to the Expiration Date, then, as a condition of such reclassification, reorganization, change, consolidation or merger, lawful provision shall be made, and duly executed documents evidencing the same from the Corporation or its successor shall be delivered to the Optionee, so that the Optionee shall have the right prior to the Expiration Date to purchase, at a total price not to exceed that payable upon the exercise of this Option as to the number of Option Shares is then exercisable, the kind and amount of shares of stock and other securities and property receivable upon such reclassification, reorganization, change, consolidation or merger Fundamental Corporate Change by a holder of the number of Option Shares shares of Common Stock into which might have been purchased by such the Optionee outstanding portion of this Debenture may be converted at the Conversion Price applicable immediately prior to such reclassificationFundamental Corporate Change or (z) require the Company, reorganizationor such successor, changeresulting or purchasing corporation, consolidation or mergeras the case may be, to, without benefit of any additional consideration therefor, execute and in any such case appropriate provisions shall be made with respect deliver to the rights Holder a debenture with substantial identical rights, privileges, powers, restrictions and interest other terms as this Debenture in an amount equal to the amount outstanding under this Debenture immediately prior to such Fundamental Corporate Change. For purposes hereof, "common stock of the Optionee successor or acquiring corporation" shall include stock of such corporation of any class which is not preferred as to the end that the provisions hereof (including provisions for the adjustment dividends or assets over any other class of the Exercise Price stock of such corporation and which is not subject to prepayment and shall also include any evidences of the number of shares purchasable upon exercise of the Option) shall thereafter be applicable in relation to any indebtedness, shares of stock and or other securities which are convertible into or exchangeable for any such stock, either immediately or upon the arrival of a specified date or the happening of a specified event and property thereafter deliverable upon exercise of the Optionany warrants or other rights to subscribe for or purchase any such stock. The foregoing provisions shall similarly apply to successive Fundamental Corporate Changes.

Reclassification, etc. In case of any reclassification or change of the outstanding Common Stock securities of the Corporation Company (or any other than as a result corporation the stock or securities of a subdivision, combination or stock dividend), or in case of any consolidation of which are at the Corporation with, or merger of the Corporation into, another corporation or other business organization (other than a consolidation or merger in which the Corporation is the continuing corporation and which does not result in any reclassification or change of the outstanding Common Stock of the Corporation) at any time prior to the Expiration Date, then, as a condition of such reclassification, reorganization, change, consolidation or merger, lawful provision shall be made, and duly executed documents evidencing the same from the Corporation or its successor shall be delivered to the Optionee, so that the Optionee shall have the right prior to the Expiration Date to purchase, at a total price not to exceed that payable receivable upon the exercise of this Option as Warrant)), consolidation or merger of the Company, sale of all or substantially all of its assets, or any similar corporate reorganization on or after the date hereof, then and in each such case the Holder, upon the exercise hereof at any time after the consummation of such reclassification, change, reorganization, merger, or conveyance, shall be entitled to receive, in lieu of the number of Option Shares is then exercisable, the kind and amount of shares of stock and or other securities and property receivable upon such reclassification, reorganization, change, consolidation or merger by a holder of the number of Option Shares which might have been purchased by the Optionee immediately exercise hereof prior to such reclassificationconsummation, reorganizationthe stock or other securities or property to which such Holder would have been entitled upon such consummation if such Holder had exercised this Warrant immediately prior thereto, change, consolidation or merger, all subject to further adjustment as provided in Section 6; and in any each such case case, appropriate provisions adjustment shall be made with respect to the Holder’s rights and interest of the Optionee under this Warrant to the end ensure that the provisions hereof (including provisions for the adjustment of the Exercise Price and of the number of shares purchasable upon exercise of the Option) this Section 6 shall thereafter be applicable applicable, as nearly as possible, to this Warrant in relation to any shares of stock and other securities and property stock, securities, or assets thereafter deliverable acquirable upon exercise of this Warrant (including, in the Optioncase of any consolidation, merger, sale, or similar transaction in which the successor or purchasing party is other than the Company, an immediate adjustment in the Exercise Price to the value for the Shares reflected by the terms of such consolidation, merger, sale, or similar transaction, and a corresponding immediate adjustment to the number of Shares acquirable upon exercise of this Warrant without regard to any limitations or restrictions on exercise, if the value so reflected is less than the Exercise Price in effect immediately prior to such consolidation, merger, sale, or similar transaction), and the terms of this Section 6 shall be applicable to the Shares or other securities properly receivable upon the exercise of this Warrant after such consummation.

Reclassification, etc. In case of any reclassification or change of the outstanding Common Stock securities of the Corporation Company (or any other than as a result corporation the stock or securities of a subdivision, combination or stock dividendwhich are at the time receivable upon the exercise of this Warrant)), or in case of any consolidation of the Corporation withconsolidation, or merger of the Corporation intoCompany, another corporation sale of all or other business organization (other than a consolidation substantially all of its assets, or merger any similar corporate reorganization on or after the date hereof, then and in which each such case the Corporation is Holder, upon the continuing corporation and which does not result in any reclassification or change of the outstanding Common Stock of the Corporation) exercise hereof at any time prior to after the Expiration Date, then, as a condition consummation of such reclassification, change, reorganization, change, consolidation or merger, lawful provision or conveyance, shall be madeentitled to receive, and duly executed documents evidencing in lieu of the same from the Corporation Units, stock, or its successor shall be delivered to the Optionee, so that the Optionee shall have the right prior to the Expiration Date to purchase, at a total price not to exceed that payable upon the exercise of this Option as to the number of Option Shares is then exercisable, the kind and amount of shares of stock and other securities and property receivable upon such reclassification, reorganization, change, consolidation or merger by a holder of the number of Option Shares which might have been purchased by the Optionee immediately exercise hereof prior to such reclassificationconsummation, reorganizationthe Units, changestock, consolidation or mergerother securities or property to which such Holder would have been entitled upon such consummation if such Holder had exercised this Warrant immediately prior thereto, all subject to further adjustment as provided in Section 6; and in any each such case case, appropriate provisions adjustment shall be made with respect to the Holder’s rights and interest of the Optionee under this Warrant to the end ensure that the provisions hereof (including provisions for the adjustment of the Exercise Price and of the number of shares purchasable upon exercise of the Option) this Section 6 shall thereafter be applicable applicable, as nearly as possible, to this Warrant in relation to any Units, shares of stock and other securities and property stock, securities, or assets thereafter deliverable acquirable upon exercise of this Warrant (including, in the Optioncase of any consolidation, merger, sale, or similar transaction in which the successor or purchasing party is other than the Company, an immediate adjustment in the Exercise Price to the value for the Units reflected by the terms of such consolidation, merger, sale, or similar transaction, and a corresponding immediate adjustment to the number of Units acquirable upon exercise of this Warrant without regard to any limitations or restrictions on exercise, if the value so reflected is less than the Exercise Price in effect immediately prior to such consolidation, merger, sale, or similar transaction), and the terms of this Section 6 shall be applicable to the Units or other securities properly receivable upon the exercise of this Warrant after such consummation.

Reclassification, etc. In case of any reclassification or change of the outstanding Common Stock of the Corporation Issuer (other than as a result of a subdivision, combination or stock dividend), or in case of any consolidation of the Corporation Issuer with, or merger of the Corporation Issuer into, another corporation or other business organization (other than a consolidation or merger in which the Corporation Issuer is the continuing corporation and which does not result in any reclassification or change of the outstanding Common Stock of the Corporation) Issuer), at any time prior to the Expiration Date, then, as a condition of such reclassification, reorganization, change, consolidation or merger, lawful provision shall be made, and duly executed documents evidencing the same from the Corporation Issuer or its successor shall be delivered to the Optioneeregistered holder of this Warrant, so that the Optionee registered holder of this Warrant shall have the right prior to the Expiration Date expiration of this Warrant to purchase, at a total price not to exceed that payable upon the exercise of the unexercised portion of this Option as to the number of Option Shares is then exercisableWarrant, the kind and amount of shares of stock and other securities and property receivable upon such reclassification, reorganization, change, consolidation or merger by a holder of the number of Option Shares shares of Common Stock of the Issuer which might have been purchased by the Optionee registered holder of this Warrant immediately prior to such reclassification, reorganization, change, consolidation or merger, and in any such case appropriate provisions shall be made with respect to the rights and interest of the Optionee registered holder of this Warrant to the end that the provisions hereof (including without limitation, provisions for the adjustment of the Exercise Price and of the number of shares purchasable upon exercise of the Optionthis Warrant) shall thereafter be applicable in relation to any shares of stock and other securities and property thereafter deliverable upon exercise hereof. Notwithstanding the foregoing, if pursuant to the terms of such consolidation or merger, the consideration to be received by the holders of Common Stock of the OptionIssuer is cash and/or Marketable Securities, this Warrant shall expire to the extent unexercised on the closing of such merger or consolidation.

Reclassification, etc. In case of any reclassification or change of the outstanding Common Stock of the Corporation Company (other than as a result of a subdivision, combination or stock dividend), or in case of any consolidation of the Corporation Company with, or merger of the Corporation Company into, or conveyance of all or substantially all of the Company’s assets to, another corporation or other business organization (other than a consolidation or merger in which the Corporation Company is the continuing corporation and which does not result in any reclassification or change a change-of-control of the outstanding Common Stock of the CorporationCompany) at any time prior to the Expiration Date, then, as a condition of such reclassification, reorganization, change, consolidation consolidation, merger or mergerconveyance, lawful provision shall be made, and duly executed documents evidencing the same from the Corporation Company or its successor shall be delivered to the OptioneeWarrantholder, so that the Optionee Warrantholder shall have the right prior to the Expiration Date to purchase, at a total price not to exceed that payable upon the exercise of this Option as to the number of Option Shares is then exercisableWarrant, the kind and amount of shares of stock and other securities and property receivable upon such reclassification, reorganization, change, consolidation consolidation, merger or merger conveyance by a holder of the number of Option Shares shares of Common Stock of the Company which might have been purchased by the Optionee Warrantholder immediately prior to such reclassification, reorganization, change, consolidation consolidation, merger or merger, and in conveyance. In any such case appropriate provisions shall be made with respect to the rights and interest of the Optionee Warrantholder to the end that the provisions hereof (including provisions for the adjustment of the Exercise Price and of the number of shares purchasable upon exercise of the Optionthis Warrant) shall thereafter be applicable in relation to any shares of stock and other securities and property thereafter deliverable upon exercise of the Optionhereof.

Reclassification, etc. In case of any reclassification or change of the outstanding Common Stock of the Corporation Company (other than as a result of a subdivision, combination or stock dividend), or in case of any consolidation of the Corporation Company with, or merger of the Corporation Company into, another corporation or other business organization (other than a consolidation or merger in which the Corporation Company is the continuing corporation and which does not result in any reclassification or change a change-of-control of the outstanding Common Stock of the CorporationCompany) at any time prior to the Expiration Date, then, as a condition of such reclassification, reorganization, change, consolidation or merger, lawful provision shall be made, and duly executed documents evidencing the same from the Corporation Company or its successor shall be delivered to the OptioneeWarrantholder, so that the Optionee Warrantholder shall have the right prior to the Expiration Date to purchase, at a total price not to exceed that payable upon the exercise of this Option as to the number of Option Shares is then exercisableWarrant, the kind and amount of shares of stock and other securities and property receivable upon such reclassification, reorganization, change, consolidation or merger by a holder of the number of Option Shares shares of Common Stock of the Company which might have been purchased by the Optionee Warrantholder immediately prior to such reclassification, reorganization, change, consolidation or merger, and in . In any such case appropriate provisions shall be made with respect to the rights and interest of the Optionee Warrantholder to the end that the provisions hereof (including provisions for the adjustment of the Exercise Price and of the number of shares purchasable upon exercise of the Optionthis Warrant) shall thereafter be applicable in relation to any shares of stock and other securities and property thereafter deliverable upon exercise of the Optionhereof.

Reclassification, etc. In case of any reclassification or change of the outstanding shares of Common Stock of the Corporation (other than as a result of a subdivision, combination or stock dividend), or in case of any consolidation of the Corporation Company with, or merger of the Corporation Company into, another corporation or other business organization (other than a consolidation or merger in which the Corporation Company is the continuing corporation and which does not result in any reclassification or material change of the outstanding shares of Common Stock of the CorporationStock) at any time prior to the Expiration Date, then, as a condition of such reclassification, reorganization, change, consolidation or merger, lawful provision shall be made, and duly executed documents evidencing the same from the Corporation Company or its successor shall be delivered to the OptioneeWarrantholder, so that the Optionee Warrantholder shall have the right prior to the Expiration Date to purchase, at a total price not to exceed that payable upon the exercise of this Option as to the number of Option Shares is then exercisableaggregate Exercise Price, the kind and amount of shares of stock and other securities and property receivable upon such reclassification, reorganization, change, consolidation or merger by a holder of the number of Option Shares which might have been purchased shares of Common Stock purchasable by the Optionee Warrantholder immediately prior to such reclassification, reorganization, change, consolidation or merger, and in any such case appropriate provisions shall be made with respect to the rights and interest interests of the Optionee Warrantholder to the end that the provisions hereof (including provisions for the adjustment of the Exercise Price and of the number of shares purchasable upon exercise of the Option) shall thereafter be applicable in relation to any shares of stock and other securities and property thereafter deliverable upon exercise of the Optionhereof.

Reclassification, etc. In case of any reclassification or change of the outstanding Common Warrant Stock of the Corporation Company (other than as a result of a subdivision, combination or stock dividend), or in case of any consolidation of the Corporation Company with, or merger of the Corporation Company into, another corporation or other business organization (other than a consolidation or merger in which the Corporation Company is the continuing corporation and which does not result in any reclassification or change of the outstanding Common Warrant Stock of the CorporationCompany) at any time prior to the Expiration Date, then, as a condition of such reclassification, reorganization, change, consolidation or merger, lawful provision shall be made, and duly executed documents evidencing the same from the Corporation Company or its successor shall be delivered to the OptioneeWarrantholder, so that the Optionee Warrantholder shall have the right prior to the Expiration Date to purchase, at a total price not to exceed that payable upon the exercise of this Option as to the number of Option Shares is then exercisableWarrant, the kind and amount of shares of stock and other securities and property receivable upon such reclassification, reorganization, change, consolidation or merger by a holder of the number of Option Shares shares of Warrant Stock of the Company which might have been purchased by the Optionee Warrantholder immediately prior to such reclassification, reorganization, change, consolidation or merger, and in any such case appropriate provisions shall be made with respect to the rights and interest of the Optionee Warrantholder to the end that the provisions hereof (including provisions for the adjustment of the Exercise Price and of the number of shares purchasable upon exercise of the Optionthis Warrant) shall thereafter be applicable in relation to any shares of stock and other securities and property thereafter deliverable upon exercise of the Optionhereof.

Reclassification, etc. In case of any reclassification or change of the outstanding Common Stock of the Corporation Issuer (other than as a result of a subdivision, combination or stock dividend), or in case of any consolidation of the Corporation Issuer with, or merger of the Corporation Issuer into, another corporation or other business organization (other than a consolidation or merger in which the Corporation Issuer is the continuing corporation and which does not result in any reclassification or change of the outstanding Common Stock of the Corporation) Issuer), at any time prior to the Expiration Dateexpiration of this Warrant, then, as a condition of such reclassification, reorganization, change, consolidation or merger, lawful provision shall be made, and duly executed documents evidencing the same from the Corporation Issuer or its successor shall be delivered to the Optioneeregistered holder of this Warrant, so that the Optionee registered holder of this Warrant shall have the right prior to the Expiration Date expiration of this Warrant to purchase, at a total price not to exceed that payable upon the exercise of the unexercised portion of this Option as to the number of Option Shares is then exercisableWarrant, the kind and amount of shares of stock and other securities and property receivable upon such reclassification, reorganization, change, consolidation or merger by a holder of the number of Option Shares shares of Common Stock of the Issuer which might have been purchased by the Optionee registered holder of this Warrant immediately prior to such reclassification, reorganization, change, consolidation or merger, and in any such case appropriate provisions shall be made with respect to the rights and interest of the Optionee registered holder of this Warrant to the end that the provisions hereof (including without limitation, provisions for the adjustment of the Exercise Price and of the number of shares purchasable upon exercise of the Optionthis Warrant) shall thereafter be applicable in relation to any shares of stock and other securities and property thereafter deliverable upon exercise hereof. Notwithstanding the foregoing, if pursuant to the terms of the Option.such

Reclassification, etc. In case of (i) any reclassification reclassification, reorganization, change or change conversion of securities of the class issuable upon conversion of the outstanding Common Stock of the Corporation principal amount and accrued and unpaid interest then-outstanding hereunder (other than as a result of a subdivisionchange in par value, combination or stock dividendfrom par value to no par value), or in case of (ii) any consolidation of the Corporation with, Company with or merger of the Corporation into, into another corporation or other business organization entity (other than a merger or consolidation or merger with another entity in which the Corporation Company is the continuing corporation surviving entity and which that does not result in any reclassification or change of the outstanding Common Stock class of securities issuable upon the conversion of the Corporationoutstanding principal amount and accrued and unpaid interest then-outstanding hereunder), or (iii) at any time prior sale of all or substantially all the assets of the Company for stock of another company, then the Company, or such successor or purchasing entity, as the case may be, shall duly execute and deliver to the Expiration Date, then, as Holder a condition of such reclassification, reorganization, change, consolidation new Note or merger, lawful provision shall be made, a supplement hereto (in form and duly executed documents evidencing the same from the Corporation or its successor shall be delivered substance reasonably satisfactory to the OptioneeHolder of this Note), so that the Optionee Holder shall have the right prior to receive, in lieu of the Expiration Date to purchase, at a total price not to exceed that payable shares of Common Stock otherwise issuable upon the exercise conversion of this Option as to the number of Option Shares is then exercisablesuch outstanding principal amount and accrued and unpaid interest then-outstanding hereunder, the kind and amount of shares of stock and other securities securities, money and property receivable upon such reclassification, reorganization, change, merger, consolidation or merger conversion by a holder of the number of Option Shares which might have been purchased shares of Common Stock then issuable under this Note. Such new Note shall provide for adjustments that shall be as nearly equivalent as may be practicable to the adjustments provided for in this Section 4. The provisions of this Section 4(b) shall similarly attach to successive reclassifications, reorganizations, changes, mergers, consolidations, transfers or conversions; provided, however, that this provision shall not include (i) any stock option (or shares issued upon their exercise) or other securities issued under incentive plans granted to employees, officers, directors or consultants in connection with their employment with the Company or (ii) warrants (or shares issued upon their exercise) issued in connection with any equipment loan by the Optionee immediately prior Company or (iii) this Note or one of the Transaction Documents or any shares issued on conversion thereof or (v) securities issued in a private sale at a price not less than 85% of the Fair Market Value (as defined in Section 4(c)) pursuant to which the purchasers are granted registration rights for the resale of such reclassificationsecurities provided, reorganization, change, consolidation or merger, and in any such case appropriate provisions shall be made with respect to that the rights and interest of the Optionee to the end that the provisions hereof (including provisions for the adjustment of the Exercise Price and of the number of shares purchasable upon exercise of the OptionHolder in Section 4(c) shall thereafter be applicable in relation to any shares of stock and other securities and property thereafter deliverable upon exercise of the Optionbelow are not affected.