Common use of Acknowledgment of Dilution Clause in Contracts

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying Shares upon conversion of the Shares and as payment of dividends thereon may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with the Certificate of Designation is unconditional and absolute regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying Shares upon conversion exercise of the Shares and as payment of dividends thereon may Warrants will result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with upon exercise of the Certificate of Designation Warrants pursuant to the terms thereof is unconditional and absolute regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company is aware and acknowledges that the issuance of Underlying Shares upon conversion of the Shares and as payment of dividends thereon Common Shares, and/or Warrant Shares, may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying the Common Shares, and Warrant Shares in accordance with the Certificate of Designation is unconditional and absolute regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying Common Shares upon conversion of the Shares Debentures and as payment of dividends thereon may interest thereon, in accordance with their terms, will result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares shares of Common Stock in accordance with the Certificate terms of Designation and with respect to the Debentures is unconditional and absolute regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying Shares upon conversion of the Shares and as payment of dividends thereon Securities may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligations under the Transaction Documents, including without limitation its obligation to issue the Underlying Shares in accordance with pursuant to the Certificate of Designation is Transaction Documents, are unconditional and absolute and not subject to any right of set off, counterclaim, delay or reduction, regardless of the effect of any such dilutiondilution or any claim that the Company may have against any Purchaser.

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying Shares upon and conversion and exercise (as applicable) of the Shares and as payment of dividends thereon may Securities will result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with the Certificate of Designation Securities pursuant to the Transaction Documents is unconditional and absolute absolute, regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company is aware and acknowledges that the issuance of Underlying Shares Common Stock upon the conversion of the Shares and as payment Notes and/or exercise of dividends thereon the Warrants, may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Additional Shares in accordance with the terms herein, Underlying Shares in accordance with the Certificate of Designation Notes, and Warrant Shares in accordance with the Warrant is unconditional and absolute regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying the Warrant Shares upon conversion exercise of the Warrant Shares and as payment of dividends thereon in accordance with its terms may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Warrant Shares upon exercise of the Warrant in accordance with the Certificate of Designation its terms is unconditional and absolute regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying Shares upon conversion exercise of the Shares and as payment of dividends thereon may Warrants will result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with upon exercise of the Certificate of Designation Warrants is unconditional and absolute absolute, subject to the limitations set forth in the Warrants regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying Shares upon conversion of the Shares and as payment of dividends thereon Securities may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with obligations under the Certificate of Designation is Transaction Documents are unconditional and absolute and not subject to any right of set off, counterclaim, delay or reduction, regardless of the effect of any such dilutiondilution or any claim the Company may have against the Purchaser and regardless of the dilutive effect that such issuance may have on the ownership of the other stockholders of the Company.

Acknowledgment of Dilution. The Company acknowledges that the issuance of the Underlying Shares upon conversion exercise of the Shares and as payment of dividends thereon Warrant may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with the Certificate of Designation Warrant is unconditional and absolute regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying Shares upon (i) conversion of the Shares and as payment of dividends thereon may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with the Certificate of Designation is unconditional and absolute regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the -------------------------- issuance of Underlying Shares upon (i) conversion of the Shares and as payment of dividends thereon and (ii) exercise of the Warrants may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with the Certificate of Designation and the Warrants is unconditional and absolute regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying Shares upon conversion exercise of the Shares and as payment of dividends thereon may Warrants will result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with upon exercise of the Certificate of Designation Warrants pursuant to the terms thereof is unconditional and absolute (subject to the limitations set forth in the Warrants) regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying Shares upon conversion of the Shares and as payment of dividends thereon may will result in substantial dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying honor conversions under the Shares in accordance with the Certificate of Designation is unconditional and absolute and not subject to any right of set off, counterclaim, delay or reduction, regardless of the effect of any such dilutiondilution or any claim that the Company may have against any Investor.

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying the Conversion Shares upon conversion of the Preferred Shares and as payment in accordance with the terms of dividends thereon the Certificate of Designation may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Conversion Shares upon conversion of the Preferred Shares in accordance with the terms of the Certificate of Designation is unconditional and absolute regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying Shares upon conversion of the Shares Preferred Stock and as payment upon exercise of dividends thereon may the Warrants will result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with upon conversion of the Certificate Preferred Stock and upon exercise of Designation the Warrants pursuant to the terms thereof is unconditional and absolute regardless of the effect of any such dilutiondilution except as otherwise limited by law or the NYSE.

Acknowledgment of Dilution. The Company acknowledges that the issuance of the Underlying Shares upon (i) conversion of the Shares in accordance with the terms of the Certificate of Designation, and as payment (ii) exercise of dividends thereon may the Warrants in accordance with their terms, will result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with the Certificate of Designation is unconditional and absolute regardless of the effect of any such dilution.substantial

Acknowledgment of Dilution. The Company acknowledges that the issuance of the Underlying Shares upon conversion of the Shares and as payment in accordance with the Certificate of dividends thereon Designation may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue the Underlying Shares upon conversion of the Shares in accordance with the Certificate of Designation is unconditional and absolute regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the -------------------------- issuance of Underlying Shares upon conversion exercise of the Shares and as payment of dividends thereon may Warrants will result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with upon exercise of the Certificate of Designation Warrants pursuant to the terms thereof is unconditional and absolute regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of the Underlying Shares upon conversion of the Shares and as payment in accordance with the terms of dividends thereon may the Certificate of Designation, will result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares upon conversion of the Shares in accordance with the terms of the Certificate of Designation Designation, is unconditional and absolute absolute, subject to the limitations set forth herein, in the Certificate of Designation, regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of the Securities (including the Underlying Shares upon conversion of the Shares and as payment of dividends thereon may Shares) will result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that subject to obtaining all required shareholder approvals, if any, its obligation to issue the Securities (including the Underlying Shares in accordance with Shares) pursuant to the Certificate of Designation Transaction Documents is unconditional and absolute absolute, regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of the Underlying Shares upon conversion of the Shares Exchange Notes and as payment exercise of dividends thereon may the Exchange Warrants will result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares upon such conversions and exercises in accordance with the Certificate terms of Designation the Exchange Notes and the Exchange Warrants is unconditional and absolute absolute, regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the -------------------------- issuance of Underlying Shares upon conversion exercise of the Shares and as payment of dividends thereon may Warrants will result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with upon exercise of the Certificate of Designation Warrants pursuant to the terms thereof is unconditional and absolute absolute, subject to the limitations set forth in the Warrants, regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying Shares or Warrant Shares upon conversion of the Shares and as payment of dividends thereon may Convertible Notes will result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditionssubstantial. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with honor conversions under the Certificate of Designation Convertible Notes is unconditional and absolute and not subject to any right of set off, counterclaim, delay or reduction, regardless of the effect of any such dilutiondilution or any claim that the Company may have against any Investor.

Acknowledgment of Dilution. The Company acknowledges that the issuance of the Underlying Shares upon conversion exercise of the Shares and as payment of dividends thereon Warrants may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with upon exercise of the Certificate of Designation Warrants is unconditional and absolute absolute, regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying the Conversion Shares upon conversion of the Preferred Shares and as payment issuance of dividends thereon Warrant Shares upon exercise of the Warrants may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Conversion Shares and Warrant Shares in accordance with the terms of the Certificate of Designation and Warrants, respectively, is unconditional and absolute regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying Shares upon conversion of the Shares and as payment of dividends thereon may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligations under the Transaction Documents, including without limitation its obligation to issue Underlying the Shares in accordance with pursuant to the Certificate of Designation is Transaction Documents, are unconditional and absolute regardless of the effect of any such dilution.and 25

Acknowledgment of Dilution. The Company acknowledges that the issuance of the Underlying Shares upon conversion of the Shares and as payment in accordance with the terms of dividends thereon may the Certificate of Designation, will result in dilution of the outstanding shares of the Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares upon conversion of the Shares in accordance with the terms of the Certificate of Designation Designation, is unconditional and absolute absolute, subject to the limitations set forth herein, in the Certificate of Designation, regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of the Underlying Shares upon conversion of the Shares and as payment in accordance with the terms of dividends thereon may the Certificate of Designation will result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares upon conversion of the Shares in accordance with the terms of the Certificate of Designation is unconditional and absolute absolute, subject to the limitations set forth herein in the Certificate of Designation regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the -------------------------- issuance of the Underlying Common Shares upon conversion of the Shares and as payment of dividends thereon may will result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Common Shares in accordance with the Certificate of Designation is unconditional and absolute absolute, subject to the limitations set forth herein in the Certificate or pursuant to the Warrants, regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying Shares upon conversion exercise of the Shares and as payment of dividends thereon may Warrants will result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with upon exercise of the Certificate of Designation Warrants pursuant to the terms thereof is unconditional and absolute absolute, subject to the limitations set forth in the Warrants, regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of of, Underlying Shares upon conversion of the Shares and as payment of dividends thereon Notes may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with the Certificate of Designation Notes is unconditional and absolute regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of the issuance of Underlying Shares upon conversion exercise of the Shares and as payment of dividends thereon Warrants may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with upon exercise of the Certificate of Designation Warrants is unconditional and absolute absolute, regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company is aware and acknowledges that the issuance of Underlying Shares upon conversion of the Put Shares and as payment of dividends thereon Warrant Shares may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying the Warrant Shares in accordance with the Certificate of Designation Warrants is unconditional and absolute regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of the Underlying Shares upon conversion of the Exchange Shares and as payment exercise of dividends thereon may the Exchange Warrants will result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares upon such conversions and exercises in accordance with the terms of the Certificate of Designation and the Exchange Warrants is unconditional and absolute absolute, regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying Shares upon conversion of the Shares and as payment of dividends thereon may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying unlegended Shares in accordance with the Certificate under Section 4.1 is not subject to any right of Designation is unconditional and absolute set off, counterclaim, delay or reduction, regardless of the effect of any such dilutiondilution or any claim the Company may have against Purchaser and regardless of the dilutive effect that such issuance may have on the ownership of the other stockholders of the Company.

Acknowledgment of Dilution. The Company acknowledges that the issuance of the Underlying Shares upon conversion of the Shares and as payment of dividends thereon may will result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with upon conversion of the Certificate of Designation Shares is unconditional and absolute absolute, subject to the limitations set forth in the Shares regardless of the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying Conversion Shares upon (i) conversion of the Debenture and Series B Shares and as payment of dividends thereon may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Conversion Shares in accordance with the Certificate of Designation and the Debenture is unconditional and absolute regardless of without regard to the effect of any such dilution.

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying Shares upon conversion of the Shares and as payment of dividends thereon may will result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligations under this Agreement, including without limitation its obligation to issue Underlying Shares in accordance with the Certificate of Designation is Shares, are unconditional and absolute and not subject to any right of set off, counterclaim, delay or reduction, regardless of the effect of any such dilutiondilution or any claim that the Company may have against any Purchaser.

Acknowledgment of Dilution. The Company acknowledges that the issuance of the Underlying Shares upon conversion of the Shares and as payment of dividends thereon in accordance with the Certificates of Designation may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares upon conversion of the Shares and payment of dividends thereon in accordance with the Certificate Certificates of Designation is unconditional and absolute regardless of the effect of any such dilution.. (u)

Acknowledgment of Dilution. The Company acknowledges that the issuance of Underlying Shares upon conversion of the Shares and as payment of dividends thereon may result in dilution of the outstanding shares of Common Stock, which dilution may be substantial under certain market conditions. The Company further acknowledges that its obligation to issue Underlying Shares in accordance with the Certificate of Designation is unconditional and absolute regardless of the effect of any such dilution.