Common use of Redemption and Exchange Clause in Contracts

Redemption and Exchange. (a) The Board of Directors, with the concurrence of the Audit Committee, may, at its option, at any time prior to the Close of Business on the earlier of (x) the tenth Business Day following the Shares Acquisition Date (or such later date as the Board of Directors, with the concurrence of the Audit Committee, shall determine, which determination to be made prior to the Close of Business on the tenth Business Day following the Shares Acquisition Date) and (y) the Final Expiration Date, redeem all but not less than all the then outstanding Rights at a redemption price of $.001 per Right, appropriately adjusted to reflect any stock split, stock dividend or similar transaction occurring after the date hereof (such redemption price per Right being hereinafter referred to as the "Redemption Price"). Notwithstanding anything contained in this Rights Agreement to the contrary, the Rights shall not be exercisable after the first occurrence of an event described in Section 11(a)(ii) until such time as the Company's right of redemption hereunder has expired. The Company may, at its option, pay the Redemption Price in cash, Ordinary Shares of the Company (based on the Current Market Price of such Ordinary Shares at the time of redemption, provided, however, that, unless permitted by applicable law, the effective consideration per Ordinary Share paid to the Company shall not be less than the par value thereof) or any other form of consideration deemed appropriate by the Board of Directors.

Redemption and Exchange. (a) The Board of Directors, with the concurrence of the Audit Committee, may, at its option, at any time prior to the Close of Business on the earlier of (x) the tenth Business Day following the Shares Acquisition Date (or such later date as the Board of Directors, with the concurrence of the Audit Committee, shall determine, which determination to be made prior to the Close of Business on the tenth Business Day following the Shares Acquisition Date) and (y) the Final Expiration Date, redeem all but not less than all the then outstanding Rights at a redemption price of $.001 per Right, appropriately adjusted to reflect any stock split, stock dividend or similar transaction occurring after the date hereof (such redemption price per Right being hereinafter referred to as the "Redemption Price"). Notwithstanding anything contained in this Rights Agreement to the contrary, the Rights shall not be exercisable after the first occurrence of an event described in Section 11(a)(ii) until such time as the Company's right of redemption hereunder has expired. The Company may, at its option, pay the Redemption Price in cash, Ordinary Shares of the Company (based on the Current Market Price current share market price of such Ordinary Shares at the time of redemption, provided, however, that, unless permitted by applicable law, the effective consideration per Ordinary Share paid to the Company shall not be less than the par value thereof) or any other form of consideration deemed appropriate by the Board of Directors.

Redemption and Exchange. (a) The Board of Directors, with the concurrence of the Audit Committee, may, at its option, at any time prior to the Close of Business on the earlier of (x) the tenth Business Day following the Shares Acquisition Date (or such later date as the Board of Directors, with the concurrence of the Audit Committee, shall determine, which determination to be made prior to the Close of Business on the tenth Business Day following the Shares Acquisition Date) and (y) the Final Expiration Date, redeem all but not less than all the then outstanding Rights at a redemption price of $.001 0.003 per Right, appropriately adjusted to reflect any stock split, stock dividend or similar transaction occurring after the date hereof (such redemption price per Right being hereinafter referred to as the "Redemption Price"). Notwithstanding anything contained in this Rights Agreement to the contrary, the Rights shall not be exercisable after the first occurrence of an event described in Section 11(a)(ii) until such time as the Company's right of redemption hereunder has expired. The Company may, at its option, pay the Redemption Price in cash, Ordinary Shares of the Company (based on the Current Market Price of such Ordinary Shares at the time of redemption, provided, however, that, unless permitted by applicable law, the effective consideration per Ordinary Share paid to the Company shall not be less than the par value thereof) or any other form of consideration deemed appropriate by the Board of Directors.

Redemption and Exchange. (a) The Board of Directors, with the concurrence of the Audit Committee, Directors may, at its option, at any time prior to the Close of Business on the earlier of (x) the tenth (10th) Business Day following the Shares Acquisition Date (or such later date as the Board of Directors, with the concurrence of the Audit Committee, Directors shall determine, which determination to be made prior to the Close of Business on the tenth (10th) Business Day following the Shares Acquisition Date) and (y) the Final Expiration Date, redeem all but not less than all the then outstanding Rights at a redemption price of $.001 0.001 per Right, appropriately adjusted to reflect any stock split, stock dividend or similar transaction occurring after the date hereof (such redemption price per Right being hereinafter referred to as the "Redemption Price"). Notwithstanding anything contained in this Rights Agreement to the contrary, the Rights shall not be exercisable after the first occurrence of an event described in Section 11(a)(ii) until such time as the Company's right of redemption hereunder has expired. The Company may, at its option, pay the Redemption Price in cash, Ordinary Shares of the Company (based on the Current Market Price of such Ordinary Shares at the time of redemption, provided, however, that, unless permitted by applicable law, the effective consideration per Ordinary Share paid to the Company shall not be less than the par value thereof) or any other form of consideration deemed appropriate by the Board of Directors. The redemption of the Rights by the Board of Directors may be made effective at such time, on such basis and with such conditions as the Board of Directors, in its sole discretion, may establish.