Common use of Issuance of Additional Shares Clause in Contracts

Issuance of Additional Shares. (i) If at any time while this Warrant is outstanding and after June 30, 2004, the Company shall issue or sell any shares of its Common Stock (other than Excluded Shares (as that term is defined below), "ADDITIONAL SHARES") in exchange for consideration in an amount per Additional Share less than the Exercise Price at the time the Additional Shares are issued or sold, then the Exercise Price immediately prior to such issue or sale shall be reduced to a price determined by dividing: (1) an amount equal to the sum of (a) the number of shares of Common Stock outstanding immediately prior to such issue or sale multiplied by the then existing Exercise Price, plus (b) the consideration, if any, received by the Company upon such issue or sale, by (2) the total number of shares of Common Stock outstanding immediately after such issue or sale. (ii) The provisions of Section 3(c)(i) shall not apply to any deemed issuance of Additional Shares for which an adjustment is provided under Section 3(a) or 3(b). No adjustment of the number of shares of Common Stock acquirable upon exercise of this Warrant shall be made under Section 3(c) upon the issuance of any shares of Common Stock which are issued pursuant to the exercise of any warrants or other subscription or purchase rights or pursuant to the exercise of any conversion or exchange rights in any convertible securities, if any such adjustment shall previously have been made upon the issuance of such warrants or other rights or upon the issuance of such convertible securities (or upon the issuance of any warrant or other rights therefor) pursuant to Section 3(d).

Issuance of Additional Shares. (iI) If at any time while this Warrant is outstanding and after June 30, 2004, the Company shall issue or sell any shares of its Common Stock (Stock, other than Excluded Shares (as that term is defined below), ) ("ADDITIONAL SHARES") ), in exchange for consideration in an amount per Additional Share less than the Exercise Price at the time the Additional Shares are issued or sold, then the Exercise Price immediately prior to such issue or sale shall be reduced to a price determined by dividing: (1) an amount equal to the sum of (a) the number of shares of Common Stock outstanding immediately prior to such issue or sale multiplied by the then existing Exercise Price, plus (b) the consideration, if any, received by the Company upon such issue or sale, by (2) the total number of shares of Common Stock outstanding immediately after such issue or sale. (iiII) The provisions of Section 3(c)(i) shall not apply to any deemed issuance of Additional Shares for which an adjustment is provided under Section 3(a) or 3(b). No adjustment of the number of shares of Common Stock acquirable upon exercise of this Warrant shall be made under Section 3(c) upon the issuance of any shares of Common Stock which are issued pursuant to the exercise of any warrants or other subscription or purchase rights or pursuant to the exercise of any conversion or exchange rights in any convertible securities, if any such adjustment shall previously have been made upon the issuance of such warrants or other rights or upon the issuance of such convertible securities (or upon the issuance of any warrant or other rights therefor) pursuant to Section 3(d).

Issuance of Additional Shares. (i) If at any time while this Warrant is outstanding and after June 30, 2004, the Company shall issue or sell any shares of its Common Stock (other than Excluded Shares (as that term is defined below)before the January 25, "ADDITIONAL SHARES") in exchange 2019 without consideration or for a consideration in an amount per Additional Share share less than the Exercise Purchase Price, the Purchase Price at the time the Additional Shares are issued or sold, then the Exercise Price immediately prior to such issue or sale shall be reduced reduced, concurrently with such issue, to a price (calculated to the nearest cent) determined by dividing: multiplying the Purchase Price then in effect by a fraction, (1i) an amount equal to the sum numerator of (a) which shall be the number of shares of Common Stock outstanding immediately prior to such issue or sale multiplied by plus the then existing Exercise Price, plus (b) number of shares of Common Stock which the consideration, if any, aggregate consideration received by the Company upon such issue or sale, by (2) for the total number of shares of Common Stock outstanding so issued would purchase at the Purchase Price in effect immediately after prior to such issue or sale. issue, and (ii) The provisions the denominator of Section 3(c)(i) which shall not apply to any deemed issuance of Additional Shares for which an adjustment is provided under Section 3(a) or 3(b). No adjustment of be the number of shares of Common Stock acquirable upon exercise outstanding immediately prior to such issue plus the number of this Warrant shall be made under Section 3(c) upon the issuance such shares of Common Stock so issued; provided that, immediately after any shares of Common Stock which are deemed issued pursuant to this Section 3.2 such shares of Common Stock shall be deemed to be outstanding. For the purposes of calculating any adjustment to the Purchase Price under this Section 3.2, all shares of Common Stock issuable upon exercise, conversion or exchange of outstanding convertible securities shall be deemed to be outstanding. Notwithstanding the foregoing, no adjustment to the Purchase Price or number of Warrant Shares shall be triggered pursuant to this Section 3.2 by (i) the issuance of ordinary course stock options or share-based compensation to directors, officers, employees or other service providers when issued pursuant to the exercise Company’s existing compensation plans or consistent with past practice, to a maximum of any warrants 10% of the Company’s issued and outstanding shares of Common Stock on a fully diluted basis at such time; or other subscription or purchase rights or pursuant to (ii) shares of Common Stock issued upon the exercise of any exercise, conversion or exchange rights in of any convertible securities, if any such adjustment shall previously have been made upon security issued prior to the issuance of such warrants or other rights or upon the issuance of such convertible securities (or upon the issuance of any warrant or other rights therefor) pursuant to Section 3(d)date hereof.

Issuance of Additional Shares. (i) If at any time while this Warrant is outstanding and after June 30, 2004, the Company shall issue or sell any shares of its Common Stock (Stock, other than Excluded Shares (as that term is defined below), ) ("ADDITIONAL SHARES") ), in exchange for consideration in an amount per Additional Share less than the Exercise Price at the time the Additional Shares are issued or sold, then the Exercise Price immediately prior to such issue or sale shall be reduced to a price determined by dividing: (1) an amount equal to the sum of (a) the number of shares of Common Stock outstanding immediately prior to such issue or sale multiplied by the then existing Exercise Price, plus (b) the consideration, if any, received by the Company upon such issue or sale, by (2) the total number of shares of Common Stock outstanding immediately after such issue or sale. (ii) The provisions of Section 3(c)(i) shall not apply to any deemed issuance of Additional Shares for which an adjustment is provided under Section 3(a) or 3(b). No adjustment of the number of shares of Common Stock acquirable upon exercise of this Warrant shall be made under Section 3(c) upon the issuance of any shares of Common Stock which are issued pursuant to the exercise of any warrants or other subscription or purchase rights or pursuant to the exercise of any conversion or exchange rights in any convertible securities, if any such adjustment shall previously have been made upon the issuance of such warrants or other rights or upon the issuance of such convertible securities (or upon the issuance of any warrant or other rights therefor) pursuant to Section 3(d).

Issuance of Additional Shares. (iI) If at any time while this Warrant is outstanding and after June 30, 2004, the Company shall issue or sell any shares of its Common Stock (other than Excluded Shares (as that term is defined below), "ADDITIONAL SHARES") in exchange for consideration in an amount per Additional Share less than the Exercise Price at the time the Additional Shares are issued or sold, then the Exercise Price immediately prior to such issue or sale shall be reduced to a price determined by dividing: (1) an amount equal to the sum of (a) the number of shares of Common Stock outstanding immediately prior to such issue or sale multiplied by the then existing Exercise Price, plus (b) the consideration, if any, received by the Company upon such issue or sale, by (2) the total number of shares of Common Stock outstanding immediately after such issue or sale. (iiII) The provisions of Section 3(c)(i) shall not apply to any deemed issuance of Additional Shares for which an adjustment is provided under Section 3(a) or 3(b). No adjustment of the number of shares of Common Stock acquirable upon exercise of this Warrant shall be made under Section 3(c) upon the issuance of any shares of Common Stock which are issued pursuant to the exercise of any warrants or other subscription or purchase rights or pursuant to the exercise of any conversion or exchange rights in any convertible securities, if any such adjustment shall previously have been made upon the issuance of such warrants or other rights or upon the issuance of such convertible securities (or upon the issuance of any warrant or other rights therefor) pursuant to Section 3(d).

Issuance of Additional Shares. (i) If the Company, at any time while this Warrant is outstanding and after June 30outstanding: ----------------------------- (i) issues or sells, 2004, the Company shall issue or sell any shares of its Common Stock (other than Excluded Shares (as that term is defined below), "ADDITIONAL SHARES") in exchange for consideration in an amount per Additional Share less than the Exercise Price at the time the Additional Shares are deemed to have issued or sold, any Common Stock, other than Excluded Shares; (ii) in any manner grants, issues or sells any rights, options, warrants, options to subscribe for or to purchase Common Stock or any stock or other securities convertible into or exchangeable for Common Stock that, upon conversion or exchange, would not constitute Excluded Shares (such rights, options or warrants being herein called "Options" and such convertible or exchangeable stock or securities being herein called "Convertible Securities"); or (iii) in any manner issues or sells any Convertible Securities that, upon conversion, would not constitute Excluded Shares; for (a) with respect to Section 2.4(i), above, a price per share, or (b) with respect to Sections 2.4(ii) or 2.4(iii), above, a price per share (including the consideration per share paid on issuance of the Option or Convertible Securities) for which Common Stock issuable upon the exercise of such Options or upon conversion or exchange of such Convertible Securities is less than the then Warrant Price immediately prior to such issuance, sale or grant, then, immediately after such issuance, sale or grant, the Exercise Warrant Price shall be reduced to the amount determined by dividing (1) the sum of (x) the product derived by multiplying the Warrant Price in effect immediately prior to such issue or sale shall be reduced to a price determined by dividing: (1) an amount equal to the sum of (a) the number of shares of Common Stock outstanding Deemed Outstanding immediately prior to such issue or sale multiplied by the then existing Exercise Pricesale, plus (by) the consideration, if any, received or deemed to have been received by the Company upon such issue or sale, by by (2) the total number of shares of Common Stock outstanding Deemed Outstanding immediately after such issue or sale. . No modification of the issuance terms shall be made upon the actual issuance of such Common Stock upon exercise, conversion or exchange of such Options or Convertible Securities. If there is a change at any time in (i) the exercise price provided for in any Options, (ii) The provisions the additional consideration, if any, payable upon the issuance, conversion or exchange of any Convertible Securities or (iii) the rate at which any Convertible Securities are convertible into or exchangeable for Common Stock, then immediately after such change the Warrant Price shall be adjusted to the Warrant Price which would have been in effect at such time had such Options or Convertible Securities still outstanding provided for such changed exercise price, additional consideration or changed conversion rate, as the case may be, at the time initially granted, issued or sold; provided that no adjustment shall be made if such adjustment would result in an increase of the Warrant Price then in effect. However, upon the expiration of any such Options or Convertible Securities, the issuance of which resulted in an adjustment in the Warrant Price pursuant to this Section 3(c)(i) 2.4, if all or any portion of any such Options or Convertible Securities shall not apply have been exercised, the Warrant Price shall immediately upon such expiration be increased to any deemed the price which it would have been after the issuance of Additional Shares such Options or Convertible Securities on the basis of the Company offering for which an adjustment is provided under subscription, purchase, conversion, exchange or acquisition only that number of shares of Common Stock (if any) actually purchased upon the exercise of such Options or Convertible Securities actually exercised. For the purposes of this Section 3(a) or 3(b). No adjustment 2.4, the term "Common Stock Deemed Outstanding" means, at any given time, the sum of the number of shares of Common Stock acquirable upon exercise actually outstanding at such time plus the number of this Warrant shall be made under Section 3(c) upon the issuance of any shares of Common Stock which are issued pursuant to issuable upon the exercise of any all options, rights and warrants or other subscription or purchase rights or pursuant to and the exercise of any conversion or exchange rights in any of convertible securitiesor exchangeable securities outstanding at such time, if any whether or not such adjustment shall previously have been made upon the issuance of options, rights, or warrants, or convertible or exchangeable securities are actually exercisable, convertible or exchangeable at such warrants or other rights or upon the issuance of such convertible securities (or upon the issuance of any warrant or other rights therefor) pursuant to Section 3(d)time.

Issuance of Additional Shares. (i) If at any time while this Warrant is outstanding and after June 30, 2004, the Company shall issue or sell any shares of its Common Stock (Stock, other than Excluded Shares (as that term is defined below), ) ("ADDITIONAL SHARES") ), in exchange for consideration in an amount per Additional Share less than the Exercise Price at the time the Additional Shares are issued or sold, then the Exercise Price immediately prior to such issue or sale shall be reduced to a price determined by dividing: (1) an amount equal to the sum of (a) the number of shares of Common Stock outstanding immediately prior to such issue or sale multiplied by the then existing Exercise Price, plus (b) the consideration, if any, received by the Company upon such issue or sale, by (2) the total number of shares of Common Stock outstanding immediately after such issue or sale. (ii) The provisions of Section 3(c)(i) shall not apply to any deemed issuance of Additional Shares for which an adjustment is provided under Section 3(a) or 3(b). No adjustment of the number of shares of Common Stock acquirable upon exercise of this Warrant shall be made under Section 3(c) upon the issuance of any shares of Common Stock which are issued pursuant to the exercise of any warrants or other subscription or purchase rights or pursuant to the exercise of any conversion or exchange rights in any convertible securities, if any such adjustment shall previously have been made upon the issuance of such warrants or other rights or upon the issuance of such convertible securities (or upon the issuance of any warrant or other rights therefor) pursuant to Section 3(d).

Issuance of Additional Shares. (i) If at any time while this Warrant is outstanding and after June 30, 2004, In the event the Company shall issue or sell any shares Additional Shares of its Common Stock (other than Excluded Shares (as that term is defined below), "ADDITIONAL SHARES"pursuant to an Option or otherwise) in exchange without consideration or for a consideration in an amount per Additional Share share less than the applicable Exercise Price at in effect on the time the Additional Shares are issued or sold, then the Exercise Price date of and immediately prior to such issue or sale issue, then and in such event, such Exercise Price shall be reduced reduced, concurrently with such issue, to a price (calculated to the nearest cent) determined by dividing: multiplying such Exercise Price by a fraction, the numerator of which shall be (1) an amount equal to the sum of (ai) the number of shares of Common Stock outstanding immediately prior to such issue or sale multiplied by the then existing Exercise Price, plus (bii) the consideration, if any, number of shares of Common Stock which the aggregate consideration received or deemed to have been received by the Company upon for the total number of Additional Shares of Common Stock so issued would purchase at such Exercise Price, and the denominator of which shall be (i) the number of shares of Common Stock outstanding immediately prior to such issue plus (ii) the number of Additional Shares of Common Stock so issued or saledeemed to be issued. For the purposes of the foregoing calculation, by the number of shares of Common Stock deemed to be outstanding immediately prior to the issuance of any securities described in either clause of the preceding sentence shall be the sum of (2i) the total number of shares of Common Stock issued and outstanding immediately after at such issue or sale. time, plus (ii) The provisions of Section 3(c)(i) shall not apply to any deemed issuance of Additional Shares for which an adjustment is provided under Section 3(a) or 3(b). No adjustment of the total number of shares of Common Stock acquirable issuable upon exercise conversion in full of this Warrant shall be made under Section 3(call Convertible Securities issued and outstanding at such time, plus (iii) upon the issuance total number of any shares of Common Stock which are issued pursuant to the issuable upon conversion in full of all Convertible Securities issuable upon exercise of any warrants or other subscription or purchase rights or pursuant to the exercise of any conversion or exchange rights in any convertible securities, if any Options for Convertible Securities issued and outstanding such adjustment shall previously have been made upon the issuance of such warrants or other rights or upon the issuance of such convertible securities (or upon the issuance of any warrant or other rights therefor) pursuant to Section 3(d)time.

Issuance of Additional Shares. (iI) If at any time while this Warrant is outstanding and after June 30, 2004, the Company shall issue or sell any shares of its Common Stock (Stock, other than Excluded Shares (as that term is defined below), ) ("ADDITIONAL SHARES") ), in exchange for consideration in an amount per Additional Share less than the Exercise Price at the time the Additional Shares are issued or sold, then the Exercise Price immediately prior to such issue or sale shall be reduced to a price determined by dividing: (1) an amount equal to the sum of (a) the number of shares of Common Stock outstanding immediately prior to such issue or sale multiplied by the then existing Exercise Price, plus (b) the consideration, if any, received by the Company upon such issue or sale, by (2) the total number of shares of Common Stock outstanding immediately after such issue or sale. (iiII) The provisions of Section 3(c)(i) shall not apply to any deemed issuance of Additional Shares for which an adjustment is provided under Section 3(a) or 3(b). No adjustment of the number of shares of Common Stock acquirable upon exercise of this Warrant shall be made under Section 3(c) upon the issuance of any shares of Common Stock which are issued pursuant to the exercise of any warrants or other subscription or purchase rights or pursuant to the exercise of any conversion or exchange rights in any convertible securities, if any such adjustment shall previously have been made upon the issuance of such warrants or other rights or upon the issuance of such convertible securities (or upon the issuance of any warrant or other rights therefor) pursuant to Section 3(d).

Issuance of Additional Shares. (i) If at any time while this Warrant is outstanding and after June 30, 2004, the Company shall issue or sell any shares of its Common Stock (other than Excluded Shares (as that term is defined below), "ADDITIONAL SHARES") in exchange for consideration in an amount per Additional Share less than the Exercise Price at the time the Additional Shares are issued or sold, then the Exercise Price immediately prior to such issue or sale shall be reduced to a price determined by dividing: (1) an amount equal to the sum of (a) the number of shares of Common Stock outstanding immediately prior to such issue or sale multiplied by the then existing Exercise Price, plus (b) the consideration, if any, received by the Company upon such issue or sale, by (2) the total number of shares of Common Stock outstanding immediately after such issue or sale. (ii) The provisions of Section 3(c)(i) shall not apply to any deemed issuance of Additional Shares for which an adjustment is provided under Section 3(a) or 3(b). No adjustment of the number of shares of Common Stock acquirable upon exercise of this Warrant shall be made under Section 3(c) upon the issuance of any shares of Common Stock which are issued pursuant to the exercise of any warrants or other subscription or purchase rights or pursuant to the exercise of any conversion or exchange rights in any convertible securities, if any such adjustment shall previously have been made upon the issuance of such warrants or other rights or upon the issuance of such convertible securities (or upon the issuance of any warrant or other rights therefor) pursuant to Section 3(d).

Issuance of Additional Shares. (iI) If at any time while this Warrant is outstanding and after June 30, 2004, the Company shall issue or sell any shares of its Common Stock (other than Excluded Shares (as that term is defined below), "ADDITIONAL SHARES") in exchange for consideration in an amount per Additional Share less than the Exercise Price at the time the Additional Shares are issued or sold, then the Exercise Price immediately prior to such issue or sale shall be reduced to a price determined by dividing: (1) an amount equal to the sum of (a) the number of shares of Common Stock outstanding immediately prior to such issue or sale multiplied by the then existing Exercise Price, plus (b) the consideration, if any, received by the Company upon such issue or sale, by (2) the total number of shares of Common Stock outstanding immediately after such issue or sale. (iiII) The provisions of Section 3(c)(i) shall not apply to any deemed issuance of Additional Shares for which an adjustment is provided under Section 3(a) or 3(b). No adjustment of the number of shares of Common Stock acquirable upon exercise of this Warrant shall be made under Section 3(c) upon the issuance of any shares of Common Stock which are issued pursuant to the exercise of any warrants or other subscription or purchase rights or pursuant to the exercise of any conversion or exchange rights in any convertible securities, if any such adjustment shall previously have been made upon the issuance of such warrants or other rights or upon the issuance of such convertible securities (or upon the issuance of any warrant or other rights therefor) pursuant to Section 3(d).

Issuance of Additional Shares. (i) If at any time after the Original Issuance Date and while this Warrant is outstanding and after June 30, 2004there are any shares of Series H Preferred Stock outstanding, the Company Corporation shall issue or sell any shares Additional Shares of its Common Stock (other than Excluded Shares (as that term is defined below), "ADDITIONAL SHARES") in exchange for consideration in an amount per Additional at a Price Per Share less than the Exercise Series H Conversion Price at the time the Additional Shares are issued or sold, then the Exercise Price in effect immediately prior to such issue issuance or sale sale, then the Series H Conversion Price then in effect shall be reduced adjusted to a price an amount determined by dividing:multiplying the Series H Conversion Price in effect immediately prior to the new issuance by a fraction, (1A) an amount the numerator of which is equal to the sum of (ax) the number of shares of Outstanding Common Stock outstanding immediately prior to the issuance of such issue or sale multiplied by the then existing Exercise PriceAdditional Shares, plus and (by) the consideration, if any, amount determined by (i) dividing the aggregate consideration received by the Company Corporation upon the issuance of such issue or saleAdditional Shares, byby (ii) the Series H Conversion Price in effect immediately prior to the issuance of the Additional Shares, and (2B) the total denominator of which is the number of shares of Outstanding Common Stock outstanding immediately after such issue or sale. (ii) The provisions of Section 3(c)(i) shall not apply to any deemed the issuance of such Additional Shares for which Shares. For the purposes of this Section 4(c)(ii), the issuance of any Convertible Securities shall be deemed an adjustment is provided under Section 3(a) issuance at such time of the Common Stock issuable upon exercise, conversion, or 3(b)exchange of the such Convertible Securities if the Price Per Share shall be less than the Series H Conversion Price in effect at the time of such issuance. No adjustment of the number of shares of Common Stock acquirable upon exercise of this Warrant Series H Conversion Price shall be made under this Section 3(c4(c)(ii) upon the issuance of any shares of Common Stock which are issued pursuant to the exercise exercise, conversion, or exchange of any warrants or other subscription or purchase rights or pursuant to the exercise of any conversion or exchange rights in any convertible securities, Convertible Securities if any such adjustment shall previously have been made upon the issuance of any such warrants or other rights or upon Convertible Securities as above provided. Any adjustment of the Series H Conversion Price made with respect to the issuance of such convertible securities (or upon the issuance of any warrant or other rights therefor) pursuant to Section 3(d).Convertible Securities shall be reversed if and when