Common use of Changes in Common Stock Clause in Contracts

Changes in Common Stock. In the event that, at any time or from time to time after the date of this Agreement, the Company shall (a) pay a dividend or make a distribution on its Common Stock exclusively in shares of its Common Stock, (b) subdivide its outstanding shares of Common Stock into a greater number of shares of Common Stock or (c) combine its outstanding shares of Common Stock into a smaller number of shares of Common Stock or (d) issue or sell, or in accordance with the following paragraph is deemed to have issued or sold, any shares of Common Stock (including the issuance or sale of shares of Common Stock owned or held by or for the account of the Company, but excluding shares of Common Stock deemed to have been issued by the Company in connection with any Excluded Securities for a consideration per share (the “New Issuance Price”) less than a price (the “Applicable Price”) equal to the Exercise Price in effect immediately prior to such issue or sale or deemed issuance or sale (the foregoing a “Dilutive Issuance”), then, in the case of clause (d), immediately after such Dilutive Issuance, the Exercise Price then in effect shall be reduced to an amount equal to the New Issuance Price; and then, in the case of clauses (a), (b) or (c), in each case, the number of shares of Common Stock purchasable upon exercise of each Warrant (the “Exercise Rate”) and the Exercise Price in effect immediately prior to such action will be proportionately adjusted upon the happening of such event so that, after giving effect to such adjustment, the Holder of each Warrant shall be entitled to receive, upon payment of the same aggregate Exercise Price, the number of shares of Common Stock upon exercise that such Holder would have owned or have been entitled to receive had such Warrant been exercised immediately prior to the happening of any of the events described in clauses (a), (b) or (c) of this Section 4.1 (or, in the case of a dividend or distribution of Common Stock, immediately prior to the record date therefor). An adjustment made pursuant to this Section 4.1 shall become effective at the opening of business on the day immediately following the record date fixed for determining the stockholders entitled to receive such dividend or distribution, in the case of a dividend or distribution in shares of Common Stock, and shall become effective at the opening of business on the day immediately following the effective date of such subdivision or combination. For purposes of determining the adjusted Exercise Price under clause (d) of this Section 4.1, the following shall be applicable:

Changes in Common Stock. In the event that, that at any time or from time to time after the date of this Agreementhereof, the Company shall (ai) pay a dividend or make a distribution on its Common Stock exclusively in shares of its Common StockStock (other than any such dividend to the Holder in connection with the Company's initial public offering), (bii) subdivide its outstanding shares of Common Stock into a greater larger number of shares of Common Stock or Stock, (ciii) combine its outstanding shares of Common Stock into a smaller number of shares of Common Stock or (div) issue increase or sell, or in accordance with decrease the following paragraph is deemed to have issued or sold, any shares of Common Stock (including the issuance or sale number of shares of Common Stock owned or held outstanding by or for the account reclassification of the Company, but excluding shares of its Common Stock deemed to have been issued by the Company in connection with any Excluded Securities for a consideration per share (the “New Issuance Price”) less than a price (the “Applicable Price”) equal to the Exercise Price in effect immediately prior to such issue or sale or deemed issuance or sale (the foregoing a “Dilutive Issuance”), then, in the case of clause (d), immediately after such Dilutive Issuance, the Exercise Price then in effect shall be reduced to an amount equal to the New Issuance Price; and then, in the case of clauses (a), (b) or (c), in each case, other than a transaction to which Section 3.4 is applicable), then the number of shares of Common Stock purchasable upon exercise of each this Warrant (the “Exercise Rate”) and the Exercise Price in effect immediately prior to such action will be proportionately adjusted upon after the happening of such event shall be adjusted (proportionately among the Tranches in accordance with the number of purchasable shares of Common Stock in each of the Tranches at such time) so that, after giving effect to such adjustment, the Holder of each this Warrant shall be entitled to receive, upon payment of the same aggregate Exercise Price, receive the number of shares of Common Stock upon exercise (expressed as a percentage of the shares of Common Stock outstanding after such event(s) and assuming there were no conditions to exercise) that such Holder would have owned or have been entitled to receive had such this Warrant been exercised immediately prior to the happening of any of the events described in clauses (a), (b) or (c) of this Section 4.1 above (or, in the case of a dividend or distribution of Common Stock, immediately prior to the record date therefor) (expressed as a percentage of the shares of Common Stock outstanding prior to such event(s) and assuming there were no conditions to exercise), and the Exercise Price shall be adjusted in inverse proportion. An adjustment made pursuant to this Section 4.1 3.1 shall become effective at immediately after the opening of business on the day immediately following effective date, retroactive to the record date fixed for determining the stockholders entitled to receive such dividend or distribution, therefor in the case of a dividend or distribution in shares of Common Stock, and shall become effective at the opening of business on the day immediately following after the effective date in the case of such subdivision a subdivision, combination or combination. For purposes of determining the adjusted Exercise Price under clause (d) of this Section 4.1, the following shall be applicable:reclassification.

Changes in Common Stock. In the event thatthe Company shall, at any ----------------------- time or from time to time after the date hereof, (i) issue any shares of this Agreement, the Company shall (a) pay a dividend or make a distribution on its Common Stock exclusively in shares as a stock dividend to the holders of its Common Stock, (bii) subdivide its or combine the outstanding shares of Common Stock into a greater or lesser number of shares of Common Stock or (c) combine its outstanding shares of Common Stock into a smaller number of shares of Common Stock or (diii) issue or sell, or in accordance with the following paragraph is deemed to have issued or sold, any shares of its capital stock in a reclassification or reorganization of the Common Stock (including the issuance any such issuance, subdivision, combination, reclassification or sale reorganization being herein called a "Change of shares of Common Stock owned or held by or for the account of the Company, but excluding shares of Common Stock deemed to have been issued by the Company in connection with any Excluded Securities for a consideration per share (the “New Issuance Price”) less than a price (the “Applicable Price”) equal to the Exercise Price in effect immediately prior to such issue or sale or deemed issuance or sale (the foregoing a “Dilutive Issuance”Shares"), then, then (A) in the case of clause (d), immediately after such Dilutive Issuance, the Exercise Price then in effect shall be reduced to an amount equal to the New Issuance Price; and then, in the case of clauses (a), (bi) or (c), in each caseii) above, the number of shares of Common Stock purchasable upon exercise of each Warrant (the “Exercise Rate”) and the Exercise Price in effect immediately prior to such action will that may be proportionately adjusted purchased upon the happening of such event so that, after giving effect to such adjustment, the Holder exercise of each Warrant shall be entitled adjusted to receive, upon payment of the same aggregate Exercise Price, the number of shares of Common Stock upon exercise that the Holder of such Holder Warrant would have owned or have been entitled to receive after the happening of such event had such Warrant been exercised immediately prior to the happening of any of the events described in clauses (a), (b) or (c) of this Section 4.1 record date (or, if there is no record date, the effective date) for such event, and the Purchase Price shall be adjusted to the price (calculated to the nearest 1,000th of one cent) determined by multiplying the Purchase Price immediately prior to such event by a fraction, the numerator of which shall be the number of shares of Common Stock purchasable with one Warrant immediately prior to such event and the denominator of which shall be the number of shares of Common Stock purchasable with one Warrant after the adjustment referred to above and (B) in the case of a dividend or distribution of Common Stock(iii) above, immediately prior to the record date therefor)paragraph (l) below shall apply. An adjustment made pursuant to clause (A) of this Section 4.1 paragraph (a) shall become effective at the opening of business on the day retroactively immediately following after the record date fixed for determining the stockholders entitled to receive such dividend or distribution, in the case of a such dividend or distribution in shares of Common Stock, and shall become effective at immediately after the opening effective date in other cases, but any shares of business on the day immediately following Common Stock issuable solely as a result of such adjustment shall not be issued prior to the effective date of such subdivision or combination. For purposes of determining the adjusted Exercise Price under clause (d) of this Section 4.1, the following shall be applicable:event.

Changes in Common Stock. In the event thatthe Company shall, at any time or from time to time after the date hereof, (i) issue any shares of this Agreement, the Company shall (a) pay a dividend or make a distribution on its Common Stock exclusively in shares as a stock dividend to the holders of its Common Stock, (bii) subdivide its or combine the outstanding shares of Common Stock into a greater or lesser number of shares of Common Stock or (c) combine its outstanding shares of Common Stock into a smaller number of shares of Common Stock or (diii) issue or sell, or in accordance with the following paragraph is deemed to have issued or sold, any shares of its capital stock in a reclassification or reorganization of the Common Stock (including the issuance any such issuance, subdivision, combination, reclassification or sale reorganization being herein called a "Change of shares of Common Stock owned or held by or for the account of the Company, but excluding shares of Common Stock deemed to have been issued by the Company in connection with any Excluded Securities for a consideration per share (the “New Issuance Price”) less than a price (the “Applicable Price”) equal to the Exercise Price in effect immediately prior to such issue or sale or deemed issuance or sale (the foregoing a “Dilutive Issuance”Shares"), then, then (A) in the case of clause (d), immediately after such Dilutive Issuance, the Exercise Price then in effect shall be reduced to an amount equal to the New Issuance Price; and then, in the case of clauses (a), (bi) or (c), in each caseii) above, the number of shares of Common Stock purchasable upon exercise of each Warrant (the “Exercise Rate”) and the Exercise Price in effect immediately prior to such action will that may be proportionately adjusted purchased upon the happening of such event so that, after giving effect to such adjustment, the Holder exercise of each Warrant shall be entitled adjusted to receive, upon payment of the same aggregate Exercise Price, the number of shares of Common Stock upon exercise that the Holder of such Holder Warrant would have owned or have been entitled to receive after the happening of such event had such Warrant been exercised immediately prior to the happening record date (or, if there is no record date, the effective date) for such event, and the Purchase Price shall be adjusted to the price (calculated to the nearest 1,OOOth of any one cent) determined by multiplying the Purchase Price immediately prior to such event by a fraction the numerator of which shall be the events described number of shares of Common Stock purchasable with one Warrant immediately prior to such event and the denominator of which shall be the number of shares of Common Stock purchasable with one Warrant after the adjustment referred to above and (B) in clauses the case of (a)iii) above, paragraph (b1) or below shall apply. An adjustment made pursuant to clause (cA) of this Section 4.1 paragraph (or, a) shall become effective retroactively immediately after the record date in the case of a dividend or distribution of Common Stock, immediately prior to the record date therefor). An adjustment made pursuant to this Section 4.1 shall become effective at the opening of business on the day immediately following the record date fixed for determining the stockholders entitled to receive such dividend or distribution, in the case of a dividend or distribution in shares of Common Stock, and shall become effective at immediately after the opening effective date in other cases, but any shares of business on the day immediately following Common Stock issuable solely as a result of such adjustment shall not be issued prior to the effective date of such subdivision or combination. For purposes of determining the adjusted Exercise Price under clause (d) of this Section 4.1, the following shall be applicable:event.

Changes in Common Stock. In the event that, that at any time or from ----------------------- time to time after the date of this Agreementhereof, the Company shall (ai) pay a dividend or make a distribution on its Common Stock exclusively in shares of its Common Stock or other shares of its capital stock to all holders of Common Stock, (bii) subdivide its outstanding shares of Common Stock into a greater larger number of shares of Common Stock or Stock, (ciii) combine its outstanding shares of Common Stock into a smaller number of shares of Common Stock or (div) issue increase or sell, or in accordance with decrease the following paragraph is deemed to have issued or sold, any shares of Common Stock (including the issuance or sale number of shares of Common Stock owned or held outstanding by or for the account reclassification of the Company, but excluding shares of its Common Stock deemed to have been issued by the Company in connection with any Excluded Securities for a consideration per share (the “New Issuance Price”) less than a price (the “Applicable Price”) equal to the Exercise Price in effect immediately prior to such issue or sale or deemed issuance or sale (the foregoing a “Dilutive Issuance”), then, in the case of clause (d), immediately after such Dilutive Issuance, the Exercise Price then in effect shall be reduced to an amount equal to the New Issuance Price; and then, in the case of clauses (a), (b) or (c), in each case, other than a transaction to which Section 4.4 is applicable), then the number of shares of Common Stock purchasable upon exercise of each Warrant (the “Exercise Rate”) and the Exercise Price in effect Warrants immediately prior to such action will be proportionately adjusted upon after the happening of such event shall be adjusted so that, after giving effect to such adjustment, the each Holder of each Warrant the Warrants shall be entitled to receive, upon payment of the same aggregate Exercise Price, receive the number of shares of Common Stock (and other shares of capital stock, if applicable) upon exercise that such Holder would have owned or have been entitled to receive had such Warrant the Warrants been exercised immediately prior to the happening of any of the events described in clauses (a), (b) or (c) of this Section 4.1 above (or, in the case of a dividend or distribution of Common StockStock or other shares of capital stock, immediately prior to the record date therefor), and the Exercise Price shall be adjusted in inverse proportion. An adjustment made pursuant to this Section 4.1 shall become effective at immediately after the opening of business on the day immediately following effective date, retroactive to the record date fixed for determining the stockholders entitled to receive such dividend or distribution, therefor in the case of a dividend or distribution in shares of Common StockStock or other shares of capital stock, and shall become effective at the opening of business on the day immediately following after the effective date in the case of such subdivision a subdivision, combination or combinationreclassification. For purposes of determining the adjusted Exercise Price under clause (d) of The adjustment contemplated by this Section 4.1, the following 4.1 shall be applicable:made successively whenever any event listed above shall occur.

Changes in Common Stock. In the event that, that at any time or from time to time after the date of this Agreement, hereof the Company shall (ai) pay declare a dividend or make a distribution on its Common Stock exclusively payable in shares of its Common StockStock or other shares of capital stock, (bii) subdivide its outstanding shares of Common Stock into a greater larger number of shares of Common Stock or shares, (ciii) combine its outstanding shares of Common Stock into a smaller number of shares of Common Stock or (d) issue or sell, or in accordance with the following paragraph is deemed to have issued or sold, any shares of Common Stock (including the issuance or sale of shares of Common Stock owned or held by or for the account of the Company, but excluding shares of Common Stock deemed to have been issued by the Company in connection with any Excluded Securities for a consideration per share (the “New Issuance Price”) less than a price (the “Applicable Price”) equal to the Exercise Price in effect immediately prior to such issue or sale or deemed issuance or sale (the foregoing a “Dilutive Issuance”), then, in the case of clause (d), immediately after such Dilutive Issuance, the Exercise Price then in effect shall be reduced to an amount equal to the New Issuance Price; and then, in the case of clauses (a)shares, (biv) increase or (c), in each case, decrease the number of shares of Common Stock purchasable upon exercise outstanding by reclassification of each its Common Stock, or (v) issue by reclassification of its Common Stock other securities of the Company, then the Number of Shares Per Warrant (immediately after the “Exercise Rate”) and the Exercise Price in effect immediately prior to such action will be proportionately adjusted upon the happening occurrence of such event shall be adjusted so that, after giving effect to such adjustment, the each Holder of each Warrant shall be entitled to receive, upon payment of the same aggregate Exercise Price, receive the number of shares of Common Stock and Other Securities upon exercise that such Holder would have owned or have been entitled to receive had such each Warrant been exercised immediately prior to the happening of any occurrence of the events described in clauses (a), (b) or (c) of this Section 4.1 above (or, in the case of a dividend or distribution of Common Stock, immediately prior to the record date therefor), and the Exercise Price for each Warrant shall be adjusted to a number determined by multiplying the Exercise Price by a fraction, (A) the numerator of which shall be the Number of Shares Per Warrant immediately prior to such adjustment, and (B) the denominator of which shall be the Number of Shares Per Warrant immediately following such adjustment. An adjustment made pursuant to this Section 4.1 3.1 shall become effective at immediately after the opening of business on the day immediately following effective date, retroactive to the record date fixed for determining the stockholders entitled to receive such dividend or distributiontherefor, in the case of a dividend or distribution in shares of Common Stock, and shall become effective at the opening of business on the day immediately following after the effective date in the case of such subdivision a subdivision, combination or combination. For purposes of determining the adjusted Exercise Price under clause (d) of this Section 4.1, the following shall be applicable:reclassification.

Changes in Common Stock. In the event thatthe Company shall, at any time or from time to time after the date hereof, (i) issue any shares of this Agreement, the Company shall (a) pay a dividend or make a distribution on its Common Stock exclusively in shares as a stock dividend to the holders of its Common Stock, (bii) subdivide its or combine the outstanding shares of Common Stock into a greater or lesser number of shares of Common Stock or (c) combine its outstanding shares of Common Stock into a smaller number of shares of Common Stock or (diii) issue or sell, or in accordance with the following paragraph is deemed to have issued or sold, any shares of its capital stock in a reclassification, or reorganization of the Common Stock (including the issuance any such issuance, subdivision, combination, reclassification, or sale reorganization being herein called a "Change of shares of Common Stock owned or held by or for the account of the Company, but excluding shares of Common Stock deemed to have been issued by the Company in connection with any Excluded Securities for a consideration per share (the “New Issuance Price”) less than a price (the “Applicable Price”) equal to the Exercise Price in effect immediately prior to such issue or sale or deemed issuance or sale (the foregoing a “Dilutive Issuance”Shares"), then, then (A) in the case of clause (d), immediately after such Dilutive Issuance, the Exercise Price then in effect shall be reduced to an amount equal to the New Issuance Price; and then, in the case of clauses (a), (bi) or (c), in each caseii) above, the number of shares of Common Stock purchasable that may be purchased upon the exercise of each Warrant (the “Exercise Rate”) and the Exercise Price in effect immediately prior to such action will be proportionately adjusted upon the happening of such event so that, after giving effect to such adjustment, the Holder of each this Warrant shall be entitled adjusted to receive, upon payment of the same aggregate Exercise Price, the number of shares of Common Stock upon exercise that such the Warrant Holder would have owned or have been entitled to receive after the happening of such event had such this Warrant been exercised immediately prior to the happening record date (or, if there is no record date, the effective date) for such event, and the Exercise Price shall be adjusted to the price (calculated to the nearest 1,000th of any one cent) determined by multiplying the Exercise Price immediately prior to such event by a fraction the numerator of which shall be the events described number of shares of Common Stock purchasable with this Warrant immediately prior to such event and the denominator of which shall be the number of shares purchasable with this Warrant after the adjustment referred to above and (B) in clauses the case of (a)iii) above, paragraph (bl) or below shall apply. An adjustment made pursuant to clause (cA) of this Section 4.1 (or, paragraph shall become effective retroactively immediately after the record date in the case of a dividend or distribution of Common Stock, immediately prior to the record date therefor). An adjustment made pursuant to this Section 4.1 shall become effective at the opening of business on the day immediately following the record date fixed for determining the stockholders entitled to receive such dividend or distribution, in the case of a dividend or distribution in shares of Common Stock, and shall become effective at immediately after the opening effective date in other cases. Any shares of business on the day immediately following Common Stock purchasable solely as a result of such adjustment shall not be issued prior to the effective date of such subdivision or combination. For purposes of determining the adjusted Exercise Price under clause (d) of this Section 4.1, the following shall be applicable:event.

Changes in Common Stock. In the event thatthe Company shall, at any ----------------------- time or from time to time after the date time, (i) issue any shares of this Agreement, the Company shall (a) pay a dividend or make a distribution on its Common Stock exclusively in shares as a stock - dividend to the holders of its Common Stock, (bii) subdivide its or combine the -- outstanding shares of Common Stock into a greater or lesser number of shares, (iii) issue any shares of its capital stock in a reclassification or --- reorganization of the Common Stock Stock, or (c) combine its outstanding shares of Common Stock into a smaller number of shares of Common Stock or (div) issue or sell, or in accordance with the following paragraph is deemed to have issued or sold, any shares of Common Stock (including -- pursuant to the issuance or sale of shares of Common Stock owned or held by or for the account terms of the Company, but excluding shares of Common Stock deemed to have been issued agreement by which the Company in connection with acquired ICT Spectrum Constructors, Inc. (any Excluded Securities for such issuance, subdivision, combination, reclassification or reorganization being called a consideration per share (the “New Issuance Price”) less than a price (the “Applicable Price”) equal to the Exercise Price in effect immediately prior to such issue or sale or deemed issuance or sale (the foregoing a “Dilutive Issuance”"Change of Shares"), then, then (x) - in the case of clause (d), immediately after such Dilutive Issuance, the Exercise Price then in effect shall be reduced to an amount equal to the New Issuance Price; and then, in the case of clauses (a), (bi) or (c), in each caseii) above, the number of shares of Common Stock purchasable upon exercise of each Warrant (the “Exercise Rate”) and the Exercise Price in effect immediately prior to such action will that may be proportionately adjusted purchased upon the happening of such event so that, after giving effect to such adjustment, the Holder exercise of each Warrant shall be entitled adjusted to receive, upon payment of the same aggregate Exercise Price, the number of shares of Common Stock upon exercise that the Holder of such Holder Warrant would have owned or have been entitled to receive after the happening of such event had such Warrant been exercised immediately prior to the happening of any of the events described in clauses (a), (b) or (c) of this Section 4.1 record date (or, if there is no record date, the effective date) for such event, and the Purchase Price shall be adjusted to the price (calculated to the nearest 1,000th of one cent) determined by multiplying the Purchase Price immediately prior to such event by a fraction, the numerator of which shall be the number of shares of Common Stock purchasable with one Warrant immediately prior to such event and the denominator of which shall be the number of shares of Common Stock purchasable with one Warrant after the adjustment referred to above and (y), in the case of a dividend or distribution of Common Stock(iii) above, immediately prior to the record date therefor)paragraph - (l) below shall apply. An adjustment made pursuant to clause (x) of this Section 4.1 paragraph (a) shall become effective at the opening of business on the day retroactively immediately following after the record date fixed for determining the stockholders entitled to receive such dividend or distribution, in the case of a such dividend or distribution in shares of Common Stock, and shall become effective at immediately after the opening effective date in other cases, but any shares of business on the day immediately following Common Stock issuable solely as a result of such adjustment shall not be issued prior to the effective date of such subdivision or combination. For purposes of determining the adjusted Exercise Price under clause (d) of this Section 4.1, the following shall be applicable:event.