Common use of Stock Dividends; Stock Splits; Reverse Stock Splits; Reclassifications Clause in Contracts

Stock Dividends; Stock Splits; Reverse Stock Splits; Reclassifications. In case the Borrower shall (i) pay a dividend or other distribution on its CDnow Common Stock in shares of any class or series of capital stock, (ii) subdivide its outstanding shares of CDnow Common Stock, (iii) combine its outstanding shares of CDnow Common Stock into a smaller number of shares of CDnow Common Stock, or (iv) issue any shares of its capital stock in a reclassification of the CDnow Common Stock, the number of shares of CDnow Common Stock issuable upon conversion of each Note immediately prior to the record date for such dividend or distribution or the effective date of such subdivision or combination shall be adjusted so that the Lenders shall thereafter be entitled to receive for each Note the kind and number of shares of CDnow Common Stock and/or other capital stock that the Lenders would have owned or have been entitled to receive after the happening of any of the events described above, had the Note been converted immediately prior to the happening of such event or any record date with respect thereto. An adjustment made pursuant to this Section (A)(1) shall become effective immediately after the effective date of such event retroactive to the record date, if any, for such event.

Stock Dividends; Stock Splits; Reverse Stock Splits; Reclassifications. In case ---------------------------------------------------------------------- the Borrower Issuer shall (i) pay a dividend or other distribution on its CDnow Common Stock in shares of any class or series of capital stock, (ii) subdivide its outstanding shares of CDnow Common Stock, (iii) combine its outstanding shares of CDnow Common Stock into a smaller number of shares of CDnow Common Stock, or (iv) issue any shares of its capital stock in a reclassification of the CDnow Common Stock, the number of shares of CDnow Common Stock issuable purchasable upon conversion exercise of each Note Warrant immediately prior to the record date for such dividend or distribution or the effective date of such subdivision or combination shall be adjusted so to that the Lenders Warrant Holder shall thereafter be entitled to receive for each Note Warrant the kind and number of shares of CDnow Common Stock and/or other capital stock that the Lenders Warrant Holder would have owned or have been entitled to receive after the happening of any of the events described above, had the Note Warrant been converted exercised immediately prior to the happening of such event or any record date with respect thereto. An adjustment made pursuant to this Section (A)(13(A)(1) shall become effective immediately after the effective date of such event retroactive to the record date, if any, for such event.

Stock Dividends; Stock Splits; Reverse Stock Splits; Reclassifications. In case the Borrower event that the Company shall (i) pay a dividend or make any other distribution on with respect to its CDnow Common Stock in shares of any class or series of its capital stock, (ii) subdivide its outstanding shares of CDnow Common Stock, (iii) combine its outstanding shares of CDnow Common Stock into a smaller number of shares of CDnow Common Stockshares, or (iv) issue any shares of its capital stock in a reclassification of the CDnow Common StockStock (including any such reclassification in connection with a merger, consolidation or other business combination in which the Company is the continuing corporation) the number of shares of CDnow Common Stock issuable upon conversion exercise of each Note Warrant immediately prior to the record date for such dividend or distribution or the effective date of such subdivision or combination shall be adjusted so that the Lenders Holder of each Warrant shall thereafter be entitled to receive for each Note the kind and number of shares of CDnow Common Stock and/or or other capital stock securities of the Company that the Lenders such Holder would have owned or have been entitled to receive after the happening of any of the events described above, had the Note such Warrant been converted exercised immediately prior to the happening of such event or any record date with respect thereto. An adjustment made pursuant to this Section (A)(14.01(a) shall become effective immediately after the effective date of such event retroactive to the record date, if any, for such event.

Stock Dividends; Stock Splits; Reverse Stock Splits; Reclassifications. In case the Borrower event that the Company shall (i) pay a dividend or make any other distribution on with respect to its CDnow Common Stock in shares of any class or series of its capital stock, (ii) subdivide its outstanding shares of CDnow Common Stock, (iii) combine its outstanding shares of CDnow Common Stock into a smaller number of shares of CDnow Common Stockshares, or (iv) issue any shares of its capital stock in a reclassification of the CDnow Common Stock, the number of shares of CDnow Common Stock issuable upon conversion of each Note (including any such reclassification in connection with a merger, consolidation or other business combination in which the Company is the continuing corporation), then immediately prior to the record date for such dividend or distribution distribution, or the effective date of such subdivision or combination combination, the number of shares of Common Stock issuable upon exercise of each Warrant shall be adjusted so that the Lenders Holder of each Warrant shall thereafter be entitled to receive for each Note the kind and number of shares of CDnow Common Stock and/or or other capital stock securities of the Company that the Lenders such Holder would have owned or have been entitled to receive after the happening of any of the events described above, had the Note such Warrant been converted exercised immediately prior to the happening of such event or any record date with respect thereto. An adjustment made pursuant to this Section (A)(14.01(a) shall become effective immediately after the effective date of such event retroactive to the record date, if any, for such event.