Common use of Reorganizations Clause in Contracts

Reorganizations. In case of any reclassification, capital reorganization or change in the capital stock of the Company (other than as a result of a subdivision, combination or stock dividend provided for in Section 2(a)(1) above) that occurs after the Date of Issuance, then, as a condition of such reclassification, reorganization or change (collectively, a “Reorganization”), lawful provision shall be made, and duly executed documents evidencing the same from the Company or its successor shall be delivered to the Purchaser, so that the Purchaser shall thereafter have the right at any time prior to the expiration of this Warrant to purchase (whether in cash or by Net Exercise), at a total price equal to that payable upon the exercise of this Warrant, the kind and amount of shares of stock and/or other securities or property (including, if applicable, cash) receivable in connection with such Reorganization by a holder of the same number and type of securities as were purchasable as Warrant Shares by the Purchasers immediately prior to such Reorganization. In any such case appropriate provisions shall be made with respect to the rights and interest of the Purchaser so that the provisions hereof shall thereafter be applicable with respect to any shares of stock or other securities or property deliverable upon exercise hereof, and appropriate adjustments shall be made to the Exercise Price payable hereunder, provided the aggregate Exercise Price shall remain the same (and, for the avoidance of doubt, this Warrant shall be exclusively exercisable for such shares of stock and/or other securities or property from and after the consummation of such reclassification or other change in the capital stock of the Company).

Reorganizations. In case of If any reclassification, capital reorganization or change in reclassification of the capital stock of the Company, or consolidation or merger of the Company (other than as with another corporation, or the sale of all or substantially all of its assets or outstanding capital stock to another corporation shall be effected in such a result way that holders of a subdivisionCommon Stock shall be entitled to receive stock, combination securities or stock dividend provided assets with respect to or in exchange for in Section 2(a)(1) above) that occurs after the Date of IssuanceCommon Stock, then, as a condition of such reorganization, reclassification, reorganization consolidation, merger or change (collectively, a “Reorganization”)sale, lawful and adequate provision shall be made, and duly executed documents evidencing made whereby the same from the Company or its successor shall be delivered to the Purchaser, so that the Purchaser holder hereof shall thereafter have the right at any time prior to purchase and receive upon the expiration of basis and upon the terms and conditions specified in this Warrant to purchase (whether and in cash or by Net Exercise), at a total price equal to that payable lieu of the shares of the Common Stock of the Company immediately theretofore purchasable and receivable upon the exercise of this Warrantthe rights represented hereby, such shares of stock, securities or assets as may be issued or payable with respect to or in exchange for a number of outstanding shares of such Common Stock equal to the kind and amount number of shares of such stock and/or other securities or property (including, if applicable, cash) immediately theretofore purchasable and receivable in connection with such Reorganization by a holder upon the exercise of the same number rights represented hereby had such reorganization, reclassification, consolidation, merger or sale not taken place, and type of securities as were purchasable as Warrant Shares by the Purchasers immediately prior to such Reorganization. In in any such case appropriate provisions shall be made with respect to the rights and interest interests of the Purchaser so holder of this Warrant to the end that the provisions hereof (including, without limitation, provisions fore adjustments of the warrant purchase price and of the number of shares purchasable upon the exercise of this Warrant) shall thereafter be applicable with respect applicable, as nearly as may be, in relation to any shares of stock or other stock, securities or property assets thereafter deliverable upon the exercise hereof, and appropriate adjustments shall be made to the Exercise Price payable hereunder, provided the aggregate Exercise Price shall remain the same (and, for the avoidance of doubt, this Warrant shall be exclusively exercisable for such shares of stock and/or other securities or property from and after the consummation of such reclassification or other change in the capital stock of the Company).

Reorganizations. In case of any reclassificationreorganization of the Company, capital reorganization or change in case of the capital stock consolidation or merger of the Company with or into any other legal entity (other than as a result merger or consolidation in which the Company is the continuing legal entity) or of a subdivisionthe sale of the properties and assets of the Company as, combination or stock dividend provided for in Section 2(a)(1) above) that occurs after the Date of Issuancesubstantially as, then, as a condition of such reclassification, reorganization or change an entirety to any other legal entity (collectively, a “Reorganization”"Reorganizations"), lawful provision each Warrant shall after such Reorganization be madeexercisable, upon the terms and duly executed documents evidencing the same from the Company or its successor shall be delivered to the Purchaser, so that the Purchaser shall thereafter have the right at any time prior to the expiration of conditions specified in this Warrant to purchase (whether in cash Certificate, for the stock or by Net Exercise), at a total price equal to that payable upon the exercise of this Warrant, the kind and amount of shares of stock and/or other securities or property (including, if applicable, including cash) receivable in connection with such Reorganization by to which a holder of the same number and type of securities as were Common Shares purchasable as (at the time of such Reorganization) upon exercise of such Warrant Shares by the Purchasers would have been entitled upon such Reorganization if such Warrant had been exercised in full immediately prior to such Reorganization. In ; and in any such case appropriate case, if necessary, the provisions shall be made set forth in this Section 3 with respect to the rights and interest interests thereafter of the Purchaser holders of the Warrants shall be appropriately adjusted so that the provisions hereof shall thereafter as to be applicable with respect applicable, as nearly as may reasonably be, to any shares of such stock or other securities or property thereafter deliverable upon exercise hereofof the Warrants. The Company shall not effect any such Reorganization unless prior to or simultaneously with the consummation thereof the successor (if other than the Company) resulting from such Reorganization or the legal entity purchasing such assets shall assume, by written instrument executed and delivered to the holder of each Warrant, the obligation to deliver to the holder of each Warrant such stock, securities or assets as, in accordance with the foregoing provisions, such holders may be entitled to purchase, and appropriate adjustments shall be made to the Exercise Price payable hereunder, provided the aggregate Exercise Price shall remain the same (and, for the avoidance of doubt, other obligations under this Warrant shall be exclusively exercisable for such shares of stock and/or other securities or property from and after the consummation of such reclassification or other change in the capital stock of the Company)Certificate.

Reorganizations. In case of If any reclassification, capital reorganization or change in reclassification of the capital stock of the Company (other than as a result shall be effected, or if the Company shall merge with another entity or shall sell all or substantially all of a subdivision, combination or stock dividend provided for in Section 2(a)(1) above) that occurs after the Date of Issuanceits assets, then, as a condition of such reorganization, reclassification, reorganization merger or change (collectively, a “Reorganization”)sale, lawful and adequate provision shall be made, and duly executed documents evidencing the same from the Company or its successor shall be delivered to the Purchaser, so that the Purchaser made whereby each holder of this Warrant shall thereafter have the right at any time prior to the expiration receive upon exercise of this Warrant such shares of stock, securities or assets as may be issued or payable with respect to purchase (whether or in cash or by Net Exercise), at exchange for a total price number of outstanding Shares equal to that payable the number of Shares immediately theretofore issuable upon the exercise of this WarrantWarrant had such reorganization, the kind reclassification, merger or sale not taken place; and amount of shares of stock and/or other securities or property (including, if applicable, cash) receivable in connection with such Reorganization by a holder of the same number and type of securities as were purchasable as Warrant Shares by the Purchasers immediately prior to such Reorganization. In any such case appropriate provisions shall be made with respect to the rights and interest interests of each holder of this Warrant to the Purchaser so end that the provisions hereof (including without limitation provisions for adjustment of the Warrant Price and of the number of Shares issuable upon exercise of this Warrant) shall thereafter be applicable with respect applicable, as nearly as may be, in relation to any shares of stock or other stock, securities or property assets thereafter deliverable upon the exercise hereof. The Company shall not effect any such reorganization, reclassification, merger or sale unless prior to or simultaneously with the consummation thereof the successor Company (if other than the Company) resulting from such consolidation or merger or the Company purchasing such assets shall assume by a written instrument executed and appropriate adjustments shall be made mailed by registered mail, postage prepaid, or delivered to the Exercise Price payable hereunder, provided the aggregate Exercise Price shall remain the same (and, for the avoidance each registered holder of doubt, this Warrant shall be exclusively exercisable for at the last address of such holder appearing on the Company's records the obligation of the Company to deliver to such holder such shares of stock and/or other stock, securities or property from and after assets as, in accordance with the consummation foregoing provisions, such holder may be entitled to upon exercise of such reclassification or other change in the capital stock this Warrant. The provisions of this paragraph (f) shall similarly apply to successive transactions of the Company)types described herein.

Reorganizations. In case of any reclassificationcapital reorganization, capital reorganization or change other than in the capital stock cases referred to in Sections 12(a), (b) or (c) hereof, or the consolidation or merger of the Company with or into another corporation (other than a merger or consolidation in which the Company is the continuing corporation and which does not result in any reclassification of the outstanding shares of Common Stock into shares of other stock or other securities or property) (collectively such actions being hereinafter referred to as a result of a subdivision, combination or stock dividend provided for in Section 2(a)(1) above) that occurs after the Date of Issuance, then, as a condition of such reclassification, reorganization or change (collectively, a “Reorganization”"Reorganizations"), lawful provision shall be made, and duly executed documents evidencing or the same from sale of the property of the Company as an entirety or its successor shall be delivered to the Purchasersubstantially as an entirety, so that the Purchaser there shall thereafter be deliverable upon exercise of any Warrant (in lieu of the number of shares of Common Stock theretofore deliverable) the number of shares of stock or other securities or property, if any, to which a holder of the number of shares of Common Stock that would otherwise have the right at any time prior to the expiration of this Warrant to purchase (whether in cash or by Net Exercise), at a total price equal to that payable been deliverable upon the exercise of this Warrant, the kind and amount of shares of stock and/or other securities or property (including, if applicable, cash) receivable in connection with such Warrant would have been entitled upon such Reorganization by a holder of the same number and type of securities as were purchasable as or sale if such Warrant Shares by the Purchasers had been exercised in full immediately prior to such Reorganization. In case of any such case Reorganization or sale, appropriate provisions adjustment, as determined in good faith by the board of directors of the Company, whose determination shall be described in a duly adopted resolution certified by the Company's Secretary or Assistant Secretary, shall be made in the application of the provisions herein set forth with respect to the rights and interest interests of the Purchaser Holders so that the provisions hereof set forth herein shall thereafter be applicable with respect applicable, as nearly as possible, in relation to any such shares of stock or other securities or property thereafter deliverable upon exercise hereof, and appropriate adjustments shall be made to the Exercise Price payable hereunder, provided the aggregate Exercise Price shall remain the same (and, for the avoidance of doubt, this Warrant shall be exclusively exercisable for such shares of stock and/or other securities or property from and after the consummation of such reclassification or other change in the capital stock of the Company)Warrants.

Reorganizations. In case of any reclassification, capital reorganization or change in the capital stock of the Company shall be recapitalized by reclassifying its outstanding Common Stock (other than as or Other Securities) into a result of stock with a subdivision, combination different par value or by changing its outstanding Common Stock (or Other Securities) with par value to stock dividend provided for in Section 2(a)(1) above) that occurs after the Date of Issuancewithout par value, then, as a condition of such reclassification, reorganization or change (collectively, a “Reorganization”)reorganization, lawful and adequate provision shall be made, and duly executed documents evidencing the same from the Company or its successor shall be delivered to the Purchaser, so that the Purchaser made whereby each holder of an Underwriter Warrant shall thereafter have the right at any time prior to purchase, upon the expiration terms and conditions specified herein, in lieu of this Warrant to purchase the shares of Common Stock (whether in cash or by Net Exercise), at a total price equal to that payable Other Securities) theretofore purchasable upon the exercise of this Warrantthe Underwriter Warrants, the kind and amount of shares of stock and/or and other securities or property (including, if applicable, cash) receivable in connection with upon such Reorganization recapitalization by a holder of the same number and type of securities as were purchasable as shares of Common Stock (or Other Securities) which the holder of an Underwriter Warrant Shares by the Purchasers might have purchased immediately prior to such Reorganizationrecapitalization. In If any consolidation or merger of the Company with another corporation, or the sale of all or substantially all of its assets to another corporation, shall be effected in such case appropriate a way that holders of Common Stock shall be entitled to receive stock securities or assets with respect to or in exchange for Common Stock, then, as a condition of such consolidation, merger or sale, lawful and adequate provisions shall be made with respect to whereby the rights and interest of the Purchaser so that the provisions holder hereof shall thereafter be applicable with respect have the right to any shares of stock or other securities or property deliverable purchase and receive upon exercise hereof, the basis and appropriate adjustments shall be made to the Exercise Price payable hereunder, provided the aggregate Exercise Price shall remain the same (and, for the avoidance of doubt, this Warrant shall be exclusively exercisable for such shares of stock and/or other securities or property from and after the consummation of such reclassification or other change in the capital stock of the Company).upon the