Common use of Notices of Changes in Warrant Clause in Contracts

Notices of Changes in Warrant. Upon every adjustment of the Warrant Price or the number of shares issuable upon exercise of a Warrant, the Company shall give written notice thereof to the Warrant Agent, which notice shall state the Warrant Price resulting from such adjustment and the increase or decrease, if any, in the number of shares purchasable at such price upon the exercise of a Warrant, setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based. Upon the occurrence of any event specified in Sections 4.1, 4.2, 4.3 or 4.4 then, in any such event, the Company shall give written notice to each Warrant holder, at the last address set forth for such holder in the Warrant Register, of the record date or the effective date of the event. If (A) the Company shall declare a dividend (or any other distribution in whatever form) on the shares of Common Stock, (B) the Company shall declare a special nonrecurring cash dividend on or a redemption of the shares of Common Stock, (C) the Company shall authorize the granting to all holders of the shares of Common Stock rights or warrants to subscribe for or purchase any capital stock of any class or of any rights, (D) the approval of any stockholders of the Company shall be required in connection with any reclassification of the shares of Common Stock, any consolidation or merger to which the Company is a party, any sale or transfer of all or substantially all of the assets of the Company, or any compulsory share exchange whereby the shares of Common Stock are converted into other securities, cash or property, or (E) the Company shall authorize the voluntary or involuntary dissolution, liquidation or winding up of the affairs of the Company, then, in each case, the Company shall cause to be delivered by facsimile or email to the Holder at its last facsimile number or email address as it shall appear upon the Warrant Register, at least 5 calendar days prior to the applicable record or effective date hereinafter specified, a notice stating (x) the date on which a record is to be taken for the purpose of such dividend, distribution, redemption, rights or warrants, or if a record is not to be taken, the date as of which the holders of the shares of Common Stock of record to be entitled to such dividend, distributions, redemption, rights or warrants are to be determined or (y) the date on which such reclassification, consolidation, merger, sale, transfer or stock exchange is expected to become effective or close, and the date as of which it is expected that holders of the shares of Common Stock of record shall be entitled to exchange their shares of Common Stock for securities, cash or other property deliverable upon such reclassification, consolidation, merger, sale, transfer or stock exchange; provided that the failure to deliver such notice or any defect therein or in the delivery thereof shall not affect the validity of the corporate action required to be specified in such notice and provided, further that no notice shall be required if the information is disseminated in a press release or document filed with the Securities and Exchange Commission. To the extent that any notice provided in this Warrant constitutes, or contains, material, non-public information regarding the Company or any of the Subsidiaries, the Company shall simultaneously file such notice with the Commission pursuant to a Current Report on Form 8-K. The Holder shall remain entitled to exercise this Warrant during the period commencing on the date of such notice to the effective date of the event triggering such notice except as may otherwise be expressly set forth herein.

Notices of Changes in Warrant. Upon every adjustment 4.8.1 Whenever the Exercise Price is adjusted pursuant to any provision of the Warrant Price or the number of shares issuable upon exercise of a Warrantthis Section 4, the Company shall give written notice thereof promptly deliver to the Warrant Agent, which Agent and the Registered Holder by facsimile or email a notice shall state setting forth the Warrant Exercise Price resulting from after such adjustment and the increase or decrease, if any, in any resulting adjustment to the number of shares purchasable at such price upon the exercise of a Warrant, Warrant Shares and setting forth in reasonable detail the method a brief statement of calculation and the facts upon which requiring such calculation is basedadjustment. Upon Failure to give such notice, or any defect therein, shall not affect the occurrence legality or validity of any event specified in Sections 4.1, 4.2, 4.3 or 4.4 then, in any such event, the Company shall give written notice to each Warrant holder, at the last address set forth for such holder in the Warrant Register, of the record date or the effective date of the event. . (a) If (A) the Company shall declare a dividend (or any other distribution in whatever form) on the shares of Common StockOrdinary Shares A, (B) the Company shall declare a special nonrecurring cash dividend on or a redemption of the shares of Common StockOrdinary Shares A, (C) the Company shall authorize the granting to all holders of the shares of Common Stock Ordinary Shares A rights or warrants to subscribe for or purchase any shares of capital stock of any class or of any rights, (D) the approval of any stockholders shareholder of the Company shall be required in connection with any reclassification of the shares of Common StockOrdinary Shares A, any consolidation or merger to which the Company (or any of its Subsidiaries) is a party, any sale or transfer of all or substantially all of the assets of the Company, or any compulsory share exchange whereby the shares of Common Stock Ordinary Shares A are converted into other securities, cash or property, or (E) the Company shall authorize the voluntary or involuntary dissolution, liquidation or winding up of the affairs of the Company, then, in each case, the Company shall cause to be delivered by facsimile or email to the Warrant Agent and the Registered Holder at its last facsimile number or email address as it shall appear upon the Warrant RegisterRegister of the Company, at least 5 twenty (20) calendar days prior to the applicable record or effective date hereinafter specified, a notice stating (x) the date on which a record is to be taken for the purpose of such dividend, distribution, redemption, rights or warrants, or if a record is not to be taken, the date as of which the holders of the shares of Common Stock Ordinary Shares A of record to be entitled to such dividend, distributions, redemption, rights or warrants are to be determined or (y) the date on which such reclassification, consolidation, merger, sale, transfer or stock share exchange is expected to become effective or close, and the date as of which it is expected that holders the Registered Holders of the shares of Common Stock Ordinary Shares A of record shall be entitled to exchange their shares of Common Stock Ordinary Shares A for securities, cash or other property deliverable upon such reclassification, consolidation, merger, sale, transfer or stock share exchange; provided that the failure to deliver such notice or any defect therein or in the delivery thereof shall not affect the validity of the corporate action required to be specified in such notice and provided, further that no notice shall be required if the information is disseminated in a press release or document filed with the Securities and Exchange Commissionnotice. To the extent that any notice provided in this the Warrant constitutes, or contains, material, non-public information regarding the Company or any of the Subsidiariesits subsidiaries, the Company shall simultaneously file such notice with the Commission SEC (as defined below) pursuant to a Current Report on Form 86-K. K (or successor form) or, if unavailable to the Company, a widely disseminated press release that is reasonably anticipated to be generally available to the Company’s equity holders. The Registered Holder shall remain entitled to exercise this the Warrant during the period commencing on the date of such notice to the effective date of the event triggering such notice except as may otherwise be expressly set forth herein.

Notices of Changes in Warrant. Upon every adjustment of the Warrant Price or the number of shares Warrant Shares issuable upon exercise of a this Warrant, the Company shall give prompt written notice thereof to the Warrant AgentHolder, which notice shall state the increase or decrease, if any, in the Warrant Price resulting from such adjustment and the increase or decrease, if any, in the number of shares Warrant Shares purchasable at such price upon the exercise of a WarrantWarrant Price, setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based. Upon the occurrence of any event specified in Sections 4.15(a), 4.25(b), 4.3 5(c) or 4.4 then, in any such event5(d), the Company shall give written notice of the occurrence of such event to each Warrant holderthe Holder of record of this Warrant, at the last address set forth for such holder in the Warrant Register, of the record date or the effective date of the event. If Failure to give such notice, or any defect therein, shall not affect the legality or validity of such event. In the event: (Ai) that the Company shall declare take a dividend record of the holders of its Common Stock (or other capital stock or securities at the time issuable upon exercise of this Warrant) for the purpose of entitling or enabling them to receive any dividend or other distribution in whatever form) on the shares of Common Stockdistribution, (B) the Company shall declare a special nonrecurring cash dividend on or a redemption of the shares of Common Stock, (C) the Company shall authorize the granting to all holders of the shares of Common Stock rights or warrants receive any right to subscribe for or purchase any shares of capital stock of any class or any other securities, or to receive any other security; (ii) of any rights, (D) the approval of any stockholders recapitalization or reorganization of the Company shall be required in connection with Company, any reclassification of the shares Common Stock of Common Stockthe Company, any amalgamation, conversion, consolidation or merger to which of the Company is a partywith or into another person or entity, any sale or sale, lease, license, transfer or conveyance of all or substantially all of the Company’s assets of the Company, to another person or any compulsory share exchange whereby the shares of Common Stock are converted into other securities, cash or property, entity; or (Eiii) the Company shall authorize of the voluntary or involuntary dissolution, liquidation or winding winding-up of the affairs of the Company, ; then, and in each such case, the Company shall send or cause to be delivered by facsimile or email sent to the Holder at its last facsimile number or email address as it shall appear upon the Warrant Register, at least 5 calendar 20 days prior to the applicable record date or the applicable expected effective date hereinafter specifieddate, as the case may be, for the event, a written notice stating specifying, as the case may be, (xA) the record date on which a record is to be taken for the purpose of such dividend, distribution, redemptionor other right, rights or warrants, or if and a record is not to be taken, the date as description of which the holders of the shares of Common Stock of record to be entitled to such dividend, distributions, redemption, rights distribution or warrants are other right to be determined taken at such meeting or by written consent, or (yB) the effective date on which such reorganization, reclassification, amalgamation, conversion, consolidation, merger, sale, transfer lease, license, transfer, conveyance, dissolution, liquidation or stock exchange winding-up is expected proposed to become effective or closetake place, and the date date, if any is to be fixed, as of which it is expected that the books of the Company shall close or a record shall be taken with respect to which the holders of the shares record of Common Stock (or such other capital stock or securities at the time issuable upon exercise of record this Warrant) shall be entitled to exchange their shares of Common Stock (or such other capital stock or securities) for securities, cash securities or other property deliverable upon such recapitalization, reorganization, reclassification, consolidationamalgamation, conversion, consolidation or merger, sale, transfer dissolution, liquidation or stock exchange; provided that winding-up, and the failure amount per share and character of such exchange applicable to deliver this Warrant and the Warrant Shares. Failure to give such notice notice, or any defect therein or in the delivery thereof therein, shall not affect the legality or validity of the corporate action required to be specified in such notice and provided, further that no notice shall be required if the information is disseminated in a press release or document filed with the Securities and Exchange Commission. To the extent that any notice provided in this Warrant constitutes, or contains, material, non-public information regarding the Company or any of the Subsidiaries, the Company shall simultaneously file such notice with the Commission pursuant to a Current Report on Form 8-K. The Holder shall remain entitled to exercise this Warrant during the period commencing on the date of such notice to the effective date of the event triggering such notice except as may otherwise be expressly set forth hereinevent.

Notices of Changes in Warrant. Upon every adjustment of the Warrant Price or the number of shares Warrant Shares issuable upon exercise of a this Warrant, the Company shall give prompt written notice thereof to the Warrant AgentHolder, which notice shall state the increase or decrease, if any, in the Warrant Price resulting from such adjustment and the increase or decrease, if any, in the number of shares Warrant Shares purchasable at such price upon the exercise of a WarrantWarrant Price, setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based. Upon the occurrence of any event specified in Sections 4.15(a), 4.25(b), 4.3 5(c) or 4.4 then, in any such event5(d), the Company shall give written notice of the occurrence of such event to each Warrant holderthe Holder of record of this Warrant, at the last address set forth for such holder in the Warrant Register, of the record date or the effective date of the event. If Failure to give such notice, or any defect therein, shall not affect the legality or validity of such event. In the event: (Ai) that the Company shall declare take a dividend record of the holders of its Common Stock (or other capital stock or securities at the time issuable upon exercise of this Warrant) for the purpose of entitling or enabling them to receive any dividend or other distribution in whatever form) on the shares of Common Stockdistribution, (B) the Company shall declare a special nonrecurring cash dividend on or a redemption of the shares of Common Stock, (C) the Company shall authorize the granting to all holders of the shares of Common Stock rights or warrants receive any right to subscribe for or purchase any shares of capital stock of any class or any other securities, or to receive any other security; (ii) of any rights, (D) the approval of any stockholders recapitalization or reorganization of the Company shall be required in connection with Company, any reclassification of the shares Common Stock of Common Stockthe Company, any amalgamation, conversion, consolidation or merger to which of the Company is a partywith or into another person or entity, any sale or sale, lease, license, transfer or conveyance of all or substantially all of the Company's assets of the Company, to another person or any compulsory share exchange whereby the shares of Common Stock are converted into other securities, cash or property, entity; or (Eiii) the Company shall authorize of the voluntary or involuntary dissolution, liquidation or winding winding-up of the affairs of the Company, ; then, and in each such case, the Company shall send or cause to be delivered by facsimile or email sent to the Holder at its last facsimile number or email address as it shall appear upon the Warrant Register, at least 5 calendar 20 days prior to the applicable record date or the applicable expected effective date hereinafter specifieddate, as the case may be, for the event, a written notice stating specifying, as the case may be, (xA) the record date on which a record is to be taken for the purpose of such dividend, distribution, redemptionor other right, rights or warrants, or if and a record is not to be taken, the date as description of which the holders of the shares of Common Stock of record to be entitled to such dividend, distributions, redemption, rights distribution or warrants are other right to be determined taken at such meeting or by written consent, or (yB) the effective date on which such reorganization, reclassification, amalgamation, conversion, consolidation, merger, sale, transfer lease, license, transfer, conveyance, dissolution, liquidation or stock exchange winding-up is expected proposed to become effective or closetake place, and the date date, if any is to be fixed, as of which it is expected that the books of the Company shall close or a record shall be taken with respect to which the holders of the shares record of Common Stock (or such other capital stock or securities at the time issuable upon exercise of record this Warrant) shall be entitled to exchange their shares of Common Stock (or such other capital stock or securities) for securities, cash securities or other property deliverable upon such recapitalization, reorganization, reclassification, consolidationamalgamation, conversion, consolidation or merger, sale, transfer dissolution, liquidation or stock exchange; provided that winding-up, and the failure amount per share and character of such exchange applicable to deliver this Warrant and the Warrant Shares. Failure to give such notice notice, or any defect therein or in the delivery thereof therein, shall not affect the legality or validity of the corporate action required to be specified in such notice and provided, further that no notice shall be required if the information is disseminated in a press release or document filed with the Securities and Exchange Commission. To the extent that any notice provided in this Warrant constitutes, or contains, material, non-public information regarding the Company or any of the Subsidiaries, the Company shall simultaneously file such notice with the Commission pursuant to a Current Report on Form 8-K. The Holder shall remain entitled to exercise this Warrant during the period commencing on the date of such notice to the effective date of the event triggering such notice except as may otherwise be expressly set forth hereinevent.

Notices of Changes in Warrant. Upon every adjustment of the Warrant Price or the number of shares issuable upon exercise of a Warrant, the Company shall give prompt written notice thereof to the Warrant AgentAgent and the Holders, which notice shall state the increase or decrease, if any, in Warrant Price resulting from such adjustment and the increase or decrease, if any, in the number of shares purchasable at such price the Warrant Price upon the exercise of a Warrant, setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based. Upon the occurrence of any event specified in Sections 4.1, 4.2, 4.3 or 4.4 then, in any such event4.4, the Company shall give written notice of the occurrence of such event to the Warrant Agent and each Warrant holderholder of a Warrant, at the last address set forth for such holder in the Warrant Register, of the record date or the effective date of the event. If (A) Failure to give such notice, or any defect therein, shall not affect the legality or validity of such event. The Warrant Agent shall have no obligation under any section of this Agreement to calculate any of the adjustments set forth herein. The Warrant Agent shall be entitled to rely conclusively on, and shall be fully protected in relying on, any certificate, notice or instructions by the Company shall declare a dividend (or with respect to any other distribution in whatever form) on adjustment of the Warrant Price of the number of shares of Common Stock, cash or other property issuable upon exercise of a Warrant, or any related matter, and the Warrant Agent shall not be liable for any action taken, suffered or omitted to be taken by it in accordance with any such certificate, notice or instruction pursuant to this Agreement. The Warrant Agent shall not be deemed to have knowledge of any adjustment or event specified in Sections 4.1, 4.2, 4.3 or 4.4, or any adjustment to the Warrant Price or the number or type of securities issue upon exercise of a Warrant required or permitted hereunder, unless and until it shall have received written notice thereof from the Company. The Company hereby agrees that it will provide the Warrant Agent with reasonable notice of all adjustment events, including any new or amended exercise terms. The Warrant Agent shall have no obligation under any section of this Agreement to determine whether an adjustment event has occurred or to calculate any of the adjustments set forth herein. In the event: (Ba) that the Company shall declare take a special nonrecurring cash dividend on or a redemption record of the shares of Common Stock, (C) the Company shall authorize the granting to all holders of the shares of its Common Stock rights (or warrants other capital stock or securities at the time issuable upon exercise of the Warrant) for the purpose of entitling or enabling them to receive any dividend or other distribution, to receive any right to subscribe for or purchase any shares of capital stock of any class or any other securities, or to receive any other security; (b) of any rights, (D) the approval of any stockholders recapitalization or reorganization of the Company shall be required in connection with Company, any reclassification of the shares Common Stock of Common Stockthe Company, any amalgamation, conversion, consolidation or merger to which of the Company is a partywith or into another person or entity, any sale or sale, lease, license, transfer or conveyance of all or substantially all of the Company’s assets of the Company, to another person or any compulsory share exchange whereby the shares of Common Stock are converted into other securities, cash or property, entity; or (Ec) the Company shall authorize of the voluntary or involuntary dissolution, liquidation or winding winding-up of the affairs of the Company, ; then, and in each such case, the Company shall send or cause to be delivered by facsimile or email sent to the Holder at its last facsimile number or email address as it shall appear upon the Warrant Register, Agent and Registered Holders at least 5 calendar 20 days prior to the applicable record date or the applicable expected effective date hereinafter specifieddate, as the case may be, for the event, a written notice stating specifying, as the case may be, (xi) the record date on which a record is to be taken for the purpose of such dividend, distribution, redemptionor other right, rights or warrants, or if and a record is not to be taken, the date as description of which the holders of the shares of Common Stock of record to be entitled to such dividend, distributions, redemption, rights distribution or warrants are other right to be determined taken at such meeting or by written consent, or (yii) the effective date on which such reorganization, reclassification, amalgamation, conversion, consolidation, merger, sale, transfer lease, license, transfer, conveyance, dissolution, liquidation or stock exchange winding-up is expected proposed to become effective or closetake place, and the date date, if any is to be fixed, as of which it is expected that the books of the Company shall close or a record shall be taken with respect to which the holders of the shares record of Common Stock (or such other capital stock or securities at the time issuable upon exercise of record the Warrant) shall be entitled to exchange their shares of Common Stock (or such other capital stock or securities) for securities, cash securities or other property deliverable upon such recapitalization, reorganization, reclassification, consolidationamalgamation, conversion, consolidation or merger, sale, transfer dissolution, liquidation or stock exchange; provided that winding-up, and the failure amount per share and character of such exchange applicable to deliver the Warrant and the shares of Common Stock issuable upon exercise of the Warrants. Failure to give such notice notice, or any defect therein or in the delivery thereof therein, shall not affect the legality or validity of the corporate action required to be specified in such notice and provided, further that no notice shall be required if the information is disseminated in a press release or document filed with the Securities and Exchange Commission. To the extent that any notice provided in this Warrant constitutes, or contains, material, non-public information regarding the Company or any of the Subsidiaries, the Company shall simultaneously file such notice with the Commission pursuant to a Current Report on Form 8-K. The Holder shall remain entitled to exercise this Warrant during the period commencing on the date of such notice to the effective date of the event triggering such notice except as may otherwise be expressly set forth hereinevent.

Notices of Changes in Warrant. Upon every adjustment of the Warrant Price or the number of shares Warrant Shares issuable upon exercise of a this Warrant, the Company shall give prompt written notice thereof to the Warrant AgentHolder, which notice shall state the increase or decrease, if any, in the Warrant Price resulting from such adjustment and the increase or decrease, if any, in the number of shares Warrant Shares purchasable at such price upon the exercise of a WarrantWarrant Price, setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based. Upon the occurrence of any event specified in Sections 4.15(a), 4.25(b), 4.3 5(c) or 4.4 then, in any such event5(d), the Company shall give written notice of the occurrence of such event to each Warrant holderholder of a Warrant, at the last address set forth for such holder in the Warrant Register, of the record date or the effective date of the event. If Failure to give such notice, or any defect therein, shall not affect the legality or validity of such event. In the event: (Ai) that the Company shall declare take a dividend record of the holders of its Common Stock (or any other distribution in whatever form) on capital stock or securities at the shares of Common Stock, (B) the Company shall declare a special nonrecurring cash dividend on or a redemption time issuable upon exercise of the shares Warrant) for the purpose of Common Stockentitling or enabling them to receive any dividend or other distribution, (C) the Company shall authorize the granting to all holders of the shares of Common Stock rights or warrants receive any right to subscribe for or purchase any shares of capital stock of any class or any other securities, or to receive any other security; (ii) of any rights, (D) the approval of any stockholders recapitalization or reorganization of the Company shall be required in connection with Company, any reclassification of the shares Common Stock of Common Stockthe Company, any amalgamation, conversion, consolidation or merger to which of the Company is a partywith or into another person or entity, any sale or sale, lease, license, transfer or conveyance of all or substantially all of the Company’s assets of the Company, to another person or any compulsory share exchange whereby the shares of Common Stock are converted into other securities, cash or property, entity; or (Eiii) the Company shall authorize of the voluntary or involuntary dissolution, liquidation or winding winding-up of the affairs of the Company, ; then, and in each such case, the Company shall send or cause to be delivered by facsimile or email sent to the Holder at its last facsimile number or email address as it shall appear upon the Warrant Register, at least 5 calendar 20 days prior to the applicable record date or the applicable expected effective date hereinafter specifieddate, as the case may be, for the event, a written notice stating specifying, as the case may be, (xA) the record date on which a record is to be taken for the purpose of such dividend, distribution, redemptionor other right, rights or warrants, or if and a record is not to be taken, the date as description of which the holders of the shares of Common Stock of record to be entitled to such dividend, distributions, redemption, rights distribution or warrants are other right to be determined taken at such meeting or by written consent, or (yB) the effective date on which such reorganization, reclassification, amalgamation, conversion, consolidation, merger, sale, transfer lease, license, transfer, conveyance, dissolution, liquidation or stock exchange winding-up is expected proposed to become effective or closetake place, and the date date, if any is to be fixed, as of which it is expected that the books of the Company shall close or a record shall be taken with respect to which the holders of the shares record of Common Stock (or such other capital stock or securities at the time issuable upon exercise of record this Warrant) shall be entitled to exchange their shares of Common Stock (or such other capital stock or securities) for securities, cash securities or other property deliverable upon such recapitalization, reorganization, reclassification, consolidationamalgamation, conversion, consolidation or merger, sale, transfer dissolution, liquidation or stock exchange; provided that winding-up, and the failure amount per share and character of such exchange applicable to deliver this Warrant and the Warrant Shares. Failure to give such notice notice, or any defect therein or in the delivery thereof therein, shall not affect the legality or validity of the corporate action required to be specified in such notice and provided, further that no notice shall be required if the information is disseminated in a press release or document filed with the Securities and Exchange Commission. To the extent that any notice provided in this Warrant constitutes, or contains, material, non-public information regarding the Company or any of the Subsidiaries, the Company shall simultaneously file such notice with the Commission pursuant to a Current Report on Form 8-K. The Holder shall remain entitled to exercise this Warrant during the period commencing on the date of such notice to the effective date of the event triggering such notice except as may otherwise be expressly set forth hereinevent.

Notices of Changes in Warrant. Upon every adjustment of the Warrant Price or the number of shares Warrant Shares issuable upon exercise of a this Warrant, the Company shall give prompt written notice thereof to the Warrant AgentHolder, which notice shall state the increase or decrease, if any, in the Warrant Price resulting from such adjustment and the increase or decrease, if any, in the number of shares Warrant Shares purchasable at such price upon the exercise of a WarrantWarrant Price, setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based. Upon the occurrence of any event specified in Sections 4.15(a), 4.25(b), 4.3 5(c) or 4.4 then, in any such event5(d), the Company shall give written notice of the occurrence of such event to each Warrant holderthe Holder of record of this Warrant, at the last address set forth for such holder in the Warrant Register, of the record date or the effective date of the event. If Failure to give such notice, or any defect therein, shall not affect the legality or validity of such event. In the event: (Ai) that the Company shall declare take a dividend record of the holders of its Common Stock (or other capital stock or securities at the time issuable upon exercise of this Warrant) for the purpose of entitling or enabling them to receive any dividend or other distribution in whatever form) on the shares of Common Stockdistribution, (B) the Company shall declare a special nonrecurring cash dividend on or a redemption of the shares of Common Stock, (C) the Company shall authorize the granting to all holders of the shares of Common Stock rights or warrants receive any right to subscribe for or purchase any shares of capital stock of any class or any other securities, or to receive any other security; (ii) of any rights, (D) the approval of any stockholders recapitalization or reorganization of the Company shall be required in connection with Company, any reclassification of the shares Common Stock of Common Stockthe Company, any amalgamation, conversion, consolidation or merger to which of the Company is a partywith or into another Person, any sale or sale, lease, license, transfer or conveyance of all or substantially all of the Company’s assets of the Company, or any compulsory share exchange whereby the shares of Common Stock are converted into other securities, cash or property, to another Person; or (Eiii) the Company shall authorize of the voluntary or involuntary dissolution, liquidation or winding winding-up of the affairs of the Company, ; then, and in each such case, the Company shall send or cause to be delivered by facsimile or email sent to the Holder at its last facsimile number or email address as it shall appear upon the Warrant Register, at least 5 calendar 20 days prior to the applicable record date or the applicable expected effective date hereinafter specifieddate, as the case may be, for the event, a written notice stating specifying, as the case may be, (xA) the record date on which a record is to be taken for the purpose of such dividend, distribution, redemptionor other right, rights or warrants, or if and a record is not to be taken, the date as description of which the holders of the shares of Common Stock of record to be entitled to such dividend, distributions, redemption, rights distribution or warrants are other right to be determined taken at such meeting or by written consent, or (yB) the effective date on which such reorganization, reclassification, amalgamation, conversion, consolidation, merger, sale, transfer lease, license, transfer, conveyance, dissolution, liquidation or stock exchange winding-up is expected proposed to become effective or closetake place, and the date date, if any is to be fixed, as of which it is expected that the books of the Company shall close or a record shall be taken with respect to which the holders of the shares record of Common Stock (or such other capital stock or securities at the time issuable upon exercise of record this Warrant) shall be entitled to exchange their shares of Common Stock (or such other capital stock or securities) for securities, cash securities or other property deliverable upon such recapitalization, reorganization, reclassification, consolidationamalgamation, conversion, consolidation or merger, sale, transfer dissolution, liquidation or stock exchange; provided that winding-up, and the failure amount per share and character of such exchange applicable to deliver this Warrant and the Warrant Shares. Failure to give such notice notice, or any defect therein or in the delivery thereof therein, shall not affect the legality or validity of the corporate action required to be specified in such notice and provided, further that no notice shall be required if the information is disseminated in a press release or document filed with the Securities and Exchange Commission. To the extent that any notice provided in this Warrant constitutes, or contains, material, non-public information regarding the Company or any of the Subsidiaries, the Company shall simultaneously file such notice with the Commission pursuant to a Current Report on Form 8-K. The Holder shall remain entitled to exercise this Warrant during the period commencing on the date of such notice to the effective date of the event triggering such notice except as may otherwise be expressly set forth hereinevent.

Notices of Changes in Warrant. Upon every adjustment 4.8.1 Whenever the Exercise Price is adjusted pursuant to any provision of the Warrant Price or the number of shares issuable upon exercise of a Warrantthis Section 4, the Company shall give written notice thereof promptly deliver to the Warrant Agent, which Agent and the Registered Holder by facsimile or email a notice shall state setting forth the Warrant Exercise Price resulting from after such adjustment and the increase or decrease, if any, in any resulting adjustment to the number of shares purchasable at such price upon the exercise of a Warrant, Warrant Shares and setting forth in reasonable detail the method a brief statement of calculation and the facts upon which requiring such calculation is basedadjustment. Upon Failure to give such notice, or any defect therein, shall not affect the occurrence legality or validity of any event specified in Sections 4.1, 4.2, 4.3 or 4.4 then, in any such event, the Company shall give written notice to each Warrant holder, at the last address set forth for such holder in the Warrant Register, of the record date or the effective date of the event. . (a) If (A) the Company shall declare a dividend (or any other distribution in whatever form) on the shares of Common StockOrdinary Shares A, (B) the Company shall declare a special nonrecurring cash dividend on or a redemption of the shares of Common StockOrdinary Shares A, (C) the Company shall authorize the granting to all holders of the shares of Common Stock Ordinary Shares A rights or warrants to subscribe for or purchase any shares of capital stock of any class or of any rights, (D) the approval of any stockholders shareholder of the Company shall be required in connection with any reclassification of the shares of Common StockOrdinary Shares A, any consolidation or merger to which the Company (or any of its Subsidiaries) is a party, any sale or transfer of all or substantially all of the assets of the Company, or any compulsory share exchange whereby the shares of Common Stock Ordinary Shares A are converted into other securities, cash or property, or (E) the Company shall authorize the voluntary or involuntary dissolution, liquidation or winding up of the affairs of the Company, then, in each case, the Company shall cause to be delivered by facsimile or email to the Warrant Agent and the Registered Holder at its last facsimile number or email address as it shall appear upon the Warrant RegisterRegister of the Company, at least 5 twenty (20) calendar days prior to the applicable record or effective date hereinafter specified, a notice stating (x) the date on which a record is to be taken for the purpose of such dividend, distribution, redemption, rights or warrants, or if a record is not to be taken, the date as of which the holders of the shares of Common Stock Ordinary Shares A of record to be entitled to such dividend, distributions, redemption, rights or warrants are to be determined or (y) the date on which such reclassification, consolidation, merger, sale, transfer or stock share exchange is expected to become effective or close, and the date as of which it is expected that holders the Registered Holders of the shares of Common Stock Ordinary Shares A of record shall be entitled to exchange their shares of Common Stock Ordinary Shares A for securities, cash or other property deliverable upon such reclassification, consolidation, merger, sale, transfer or stock share exchange; provided that the failure to deliver such notice or any defect therein or in the delivery thereof shall not affect the validity of the corporate action required to be specified in such notice and provided, further that no notice shall be required if the information is disseminated in a press release or document filed with the Securities and Exchange Commissionnotice. To the extent that any notice provided in this the Warrant constitutes, or contains, material, non-public information regarding the Company or any of the Subsidiariesits subsidiaries, the Company shall simultaneously file such notice with the Commission SEC (as defined below) pursuant to a Current Report on Form 86-K. K (or successor form) or, if unavailable to the Company, a widely disseminated press release that is reasonably anticipated to be generally available to the Company’s equity holders. The Registered Holder shall remain entitled to exercise this Warrant during the period commencing on the date of such notice to the effective date of the event triggering such notice except as may otherwise be expressly set forth herein.

Notices of Changes in Warrant. Upon every adjustment of the Warrant Price or the number of shares issuable upon exercise of a Warrant, the Company shall give written notice thereof to the Warrant Agent, which notice shall state the Warrant Price resulting from such adjustment and the increase or decrease, if any, in the number of shares purchasable at such price upon the exercise of a Warrant, setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based. Upon the occurrence of any event specified in Sections 4.1, 4.2, 4.3 or 4.4 then, in any such event, the Company shall give written notice to each Warrant holder, at the last address set forth for such holder in the Warrant Register, of the record date or the effective date of the event. If (A) the Company shall declare a dividend (or any other distribution in whatever form) on the shares of Common Stock, (B) the Company shall declare a special nonrecurring cash dividend on or a redemption of the shares of Common Stock, (C) the Company shall authorize the granting to all holders of the shares of Common Stock rights or warrants to subscribe for or purchase any shares of capital stock of any class or of any rights, (D) the approval of any stockholders of the Company shall be required in connection with any reclassification of the shares of Common Stock, any consolidation or merger to which the Company (and all of its Subsidiaries, taken as a whole) is a party, any sale or transfer of all or substantially all of the assets of the Company, or any compulsory share exchange whereby the shares of Common Stock are is converted into other securities, cash or property, or (E) the Company shall authorize the voluntary or involuntary dissolution, liquidation or winding up of the affairs of the Company, then, in each case, the Company shall cause to be delivered by facsimile or email to the Holder at its last facsimile number or email address as it shall appear upon the Warrant RegisterRegister of the Company, at least 5 20 calendar days prior to the applicable record or effective date hereinafter specifiedspecified but in no event earlier than the date on which the Company makes a public announcement, a notice (unless such information is filed with the Commission, in which case a notice shall not be required) stating (x) the date on which a record is to be taken for the purpose of such dividend, distribution, redemption, rights or warrants, or if a record is not to be taken, the date as of which the holders of the shares of Common Stock of record to be entitled to such dividend, distributions, redemption, rights or warrants are to be determined or (y) the date on which such reclassification, consolidation, merger, sale, transfer or stock share exchange is expected to become effective or close, and the date as of which it is expected that holders of the shares of Common Stock of record shall be entitled to exchange their shares of the Common Stock for securities, cash or other property deliverable upon such reclassification, consolidation, merger, sale, transfer or stock share exchange; provided that the failure to deliver such notice or any defect therein or in the delivery thereof shall not affect the validity of the corporate action required to be specified in such notice and provided, further that no notice shall be required if the information is disseminated in a press release or document filed with the Securities and Exchange Commissionnotice. To the extent that any notice provided in this the Warrant constitutes, or contains, material, non-public information regarding the Company or any of the Subsidiaries, the Company shall simultaneously file such notice with the Commission pursuant to a Current Report on Form 8-K. The Holder shall remain entitled to exercise this the Warrant during the period commencing on the date of such notice to the effective date of the event triggering such notice except as may otherwise be expressly set forth herein.

Notices of Changes in Warrant. Upon every adjustment of the Warrant Price or the number of shares Warrant Shares issuable upon exercise of a the Warrant, the Company shall thereafter give prompt written notice thereof to the Warrant AgentHolder, which notice shall state the increase or decrease, if any, in the Warrant Price resulting from such adjustment and the increase or decrease, if any, in the number of shares Warrant Shares purchasable at such price upon the exercise of a WarrantWarrant Price, setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based. Upon the occurrence of any event specified in Sections 4.1Section 6(a), 4.26(b) ,6(c), 4.3 or 4.4 then, in any such event6(d), the Company thereafter shall give written notice of the occurrence of such event to each Warrant holderthe holder of record of the Warrant, at the last address set forth for such holder in the Warrant Register, of the record date or the effective date of the event. If In the event (Ai) that the Warrant has vested pursuant to Section 5(a) of this Agreement and the Company shall declare take a dividend record of the holders of its Company Common Stock (or other capital stock or securities at the time issuable upon exercise of the Warrant) for the purpose of entitling or enabling them to receive any other distribution in whatever formdividend; or (ii) on the shares of Common Stockany Reorganization Transaction (as defined below), (B) the Company shall declare a special nonrecurring cash dividend on or a redemption of the shares of Common Stock, (C) the Company shall authorize the granting to all holders of the shares of Common Stock rights or warrants to subscribe for or purchase any capital stock of any class or of any rights, (D) the approval of any stockholders of the Company shall be required in connection with any reclassification of the shares of Common Stock, any consolidation or merger to which the Company is a party, any sale or transfer of all or substantially all of the assets of the Company, or any compulsory share exchange whereby the shares of Common Stock are converted into other securities, cash or property, or (E) the Company shall authorize the voluntary or involuntary dissolution, liquidation or winding up of the affairs of the Company, thenshall, in each such case, the Company shall send or cause to be delivered by facsimile or email sent to the Holder at its last facsimile number or email address as it shall appear upon the Warrant Register, at least 5 calendar days prior to the applicable record date or the applicable expected effective date hereinafter specifieddate, as the case may be, for the event, a written notice stating specifying, as the case may be, (xA) the record date for such dividend and a description thereof, or (B) the effective date on which a record such Reorganization Transaction is proposed to take place, and the date, if any is to be taken for the purpose of such dividendfixed, distribution, redemption, rights or warrants, or if a record is not to be taken, the date as of which the books of the Company shall close or a record shall be taken with respect to which the holders of record of the shares of Company Common Stock of record to be entitled to (or such dividend, distributions, redemption, rights other capital stock or warrants are to be determined or (y) securities at the date on which such reclassification, consolidation, merger, sale, transfer or stock exchange is expected to become effective or close, and the date as of which it is expected that holders time issuable upon exercise of the shares of Common Stock of record Warrant) shall be entitled to exchange their shares of Company Common Stock (or such other capital stock or securities) for securities, cash securities or other property deliverable upon such reclassificationReorganization Transaction, consolidation, merger, sale, transfer or stock exchange; provided that and the failure to deliver such notice or any defect therein or in the delivery thereof shall not affect the validity of the corporate action required to be specified in such notice amount per share and provided, further that no notice shall be required if the information is disseminated in a press release or document filed with the Securities and Exchange Commission. To the extent that any notice provided in this Warrant constitutes, or contains, material, non-public information regarding the Company or any of the Subsidiaries, the Company shall simultaneously file such notice with the Commission pursuant to a Current Report on Form 8-K. The Holder shall remain entitled to exercise this Warrant during the period commencing on the date character of such notice exchange applicable to the effective date of Warrant and the event triggering such notice except as may otherwise be expressly set forth hereinWarrant Shares.

Notices of Changes in Warrant. Upon every adjustment of the Warrant Price or the number of shares issuable upon exercise of a Warrant, the Company shall give prompt written notice thereof to the Warrant Agent, which notice shall state the increase or decrease, if any, in Warrant Price resulting from such adjustment and the increase or decrease, if any, in the number of shares purchasable at such price the Warrant Price upon the exercise of a Warrant, setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based. Upon the occurrence of any event specified in Sections 4.1, 4.2, 4.3 or 4.4 then, in any such event4.4, the Company shall give written notice of the occurrence of such event to each Warrant holderholder of a Warrant, at the last address set forth for such holder in the Warrant Register, of the record date or the effective date of the event. If Failure to give such notice, or any defect therein, shall not affect the legality or validity of such event. In the event: (Aa) that the Company shall declare take a dividend record of the holders of its Common Stock (or any other distribution in whatever form) on capital stock or securities at the shares of Common Stock, (B) the Company shall declare a special nonrecurring cash dividend on or a redemption time issuable upon exercise of the shares Warrant) for the purpose of Common Stockentitling or enabling them to receive any dividend or other distribution, (C) the Company shall authorize the granting to all holders of the shares of Common Stock rights or warrants receive any right to subscribe for or purchase any shares of capital stock of any class or any other securities, or to receive any other security; (b) of any rights, (D) the approval of any stockholders recapitalization or reorganization of the Company shall be required in connection with Company, any reclassification of the shares Common Stock of Common Stockthe Company, any amalgamation, conversion, consolidation or merger to which of the Company is a partywith or into another person or entity, any sale or sale, lease, license, transfer or conveyance of all or substantially all of the Company’s assets of the Company, to another person or any compulsory share exchange whereby the shares of Common Stock are converted into other securities, cash or property, entity; or (Ec) the Company shall authorize of the voluntary or involuntary dissolution, liquidation or winding winding-up of the affairs of the Company, ; then, and in each such case, the Company shall send or cause to be delivered by facsimile or email sent to the Holder at its last facsimile number or email address as it shall appear upon the Warrant Register, Registered Holders at least 5 calendar 20 days prior to the applicable record date or the applicable expected effective date hereinafter specifieddate, as the case may be, for the event, a written notice stating specifying, as the case may be, (xi) the record date on which a record is to be taken for the purpose of such dividend, distribution, redemptionor other right, rights or warrants, or if and a record is not to be taken, the date as description of which the holders of the shares of Common Stock of record to be entitled to such dividend, distributions, redemption, rights distribution or warrants are other right to be determined taken at such meeting or by written consent, or (yii) the effective date on which such reorganization, reclassification, amalgamation, conversion, consolidation, merger, sale, transfer lease, license, transfer, conveyance, dissolution, liquidation or stock exchange winding-up is expected proposed to become effective or closetake place, and the date date, if any is to be fixed, as of which it is expected that the books of the Company shall close or a record shall be taken with respect to which the holders of the shares record of Common Stock (or such other capital stock or securities at the time issuable upon exercise of record the Warrant) shall be entitled to exchange their shares of Common Stock (or such other capital stock or securities) for securities, cash securities or other property deliverable upon such recapitalization, reorganization, reclassification, consolidationamalgamation, conversion, consolidation or merger, sale, transfer dissolution, liquidation or stock exchange; provided that winding-up, and the failure amount per share and character of such exchange applicable to deliver the Warrant and the shares of Common Stock issuable upon exercise of the Warrants. Failure to give such notice notice, or any defect therein or in the delivery thereof therein, shall not affect the legality or validity of the corporate action required to be specified in such notice and provided, further that no notice shall be required if the information is disseminated in a press release or document filed with the Securities and Exchange Commission. To the extent that any notice provided in this Warrant constitutes, or contains, material, non-public information regarding the Company or any of the Subsidiaries, the Company shall simultaneously file such notice with the Commission pursuant to a Current Report on Form 8-K. The Holder shall remain entitled to exercise this Warrant during the period commencing on the date of such notice to the effective date of the event triggering such notice except as may otherwise be expressly set forth hereinevent.

Notices of Changes in Warrant. 4.8.1 Whenever the Warrant Price is adjusted pursuant to any provision of this Section 4, the Company shall promptly deliver to the Warrant Agent by facsimile or email a notice setting forth the Warrant Price after such adjustment and any resulting adjustment to the number of Warrant Shares and setting forth a brief statement of the facts requiring such adjustment. Upon every the earlier of (x) the public announcement of a Fundamental Transaction and (y) the consummation of a Fundamental Transaction, the Company shall promptly deliver to the Warrant Agent by facsimile or email a notice setting forth a brief statement of the facts regarding such Fundamental Transaction. If the Company requests the Warrant Agent to send such notices to Holders, it shall provide the Warrant Agent with a draft notice to be used for this purpose. The Warrant Agent shall be entitled to rely conclusively on, and shall be fully protected in relying on, any certificate, notice or instructions provided by the Company with respect to any adjustment of the Warrant Price or the number of shares issuable upon exercise of a Warrant, the Company shall give written notice thereof to or any related matter, and the Warrant AgentAgent shall not be liable for any action taken, which notice shall state the Warrant Price resulting from such adjustment and the increase suffered or decrease, if any, omitted to be taken by it in the number of shares purchasable at such price upon the exercise of a Warrant, setting forth in reasonable detail the method of calculation and the facts upon which such calculation is based. Upon the occurrence of any event specified in Sections 4.1, 4.2, 4.3 or 4.4 then, in accordance with any such certificate, notice or instructions or pursuant to this Agreement. Failure to give such notice, or any defect therein, shall not affect the legality or validity of such event, the Company shall give written notice to each Warrant holder, at the last address set forth for such holder in the Warrant Register, of the record date or the effective date of the event. . (a) If (A) the Company shall declare a dividend (or any other distribution in whatever form) on the shares of Common StockOrdinary Shares A, (B) the Company shall declare a special nonrecurring cash dividend on or a redemption of the shares of Common StockOrdinary Shares A, (C) the Company shall authorize the granting to all holders of the shares of Common Stock Ordinary Shares A rights or warrants to subscribe for or purchase any shares of capital stock of any class or of any rights, (D) the approval of any stockholders shareholder of the Company shall be required in connection with any reclassification of the shares of Common StockOrdinary Shares A, any consolidation or merger to which the Company (or any of its Subsidiaries) is a party, any sale or transfer of all or substantially all of the assets of the Company, or any compulsory share exchange whereby the shares of Common Stock Ordinary Shares A are converted into other securities, cash or property, or (E) the Company shall authorize the voluntary or involuntary dissolution, liquidation or winding up of the affairs of the Company, then, in each case, the Company shall cause to be delivered by facsimile or email to the Holder at its last facsimile number or email address as it Warrant Agent (and shall appear upon instruct the Warrant RegisterAgent to provide such to the Holders), at least 5 twenty (20) calendar days prior to the applicable record or effective date hereinafter specified, a notice stating (x) the date on which a record is to be taken for the purpose of such dividend, distribution, redemption, rights or warrants, or if a record is not to be taken, the date as of which the holders of the shares of Common Stock Ordinary Shares A of record to be entitled to such dividend, distributions, redemption, rights or warrants are to be determined or (y) the date on which such reclassification, consolidation, merger, sale, transfer or stock share exchange is expected to become effective or close, and the date as of which it is expected that the holders of the shares of Common Stock Ordinary Shares A of record shall be entitled to exchange their shares of Common Stock Ordinary Shares A for securities, cash or other property deliverable upon such reclassification, consolidation, merger, sale, transfer or stock share exchange; provided that the failure to deliver such notice or any defect therein or in the delivery thereof shall not affect the validity of the corporate action required to be specified in such notice and provided, further that no notice shall be required if the information is disseminated in a press release or document filed with the Securities and Exchange Commissionnotice. To the extent that any notice provided in this the Warrant constitutes, or contains, material, non-public information regarding the Company or any of the Subsidiariesits subsidiaries, the Company shall simultaneously file such notice with the Commission SEC (as defined below) pursuant to a Current Report on Form 86-K. K (or successor form) or, if unavailable to the Company, a widely disseminated press release that is reasonably anticipated to be generally available to the Company’s equity holders. The Holder shall remain entitled to exercise this the Warrant during the period commencing on the date of such notice to the effective date of the event triggering such notice except as may otherwise be expressly set forth herein.

Notices of Changes in Warrant. Upon every adjustment 4.8.1 Whenever the Exercise Price is adjusted pursuant to any provision of the Warrant Price or the number of shares issuable upon exercise of a Warrantthis Section 4, the Company shall give written notice thereof promptly deliver to the Warrant Agent, which Agent and the Registered Holder by facsimile or email a notice shall state setting forth the Warrant Exercise Price resulting from after such adjustment and the increase or decrease, if any, in any resulting adjustment to the number of shares purchasable at such price upon the exercise of a Warrant, Warrant Shares and setting forth in reasonable detail the method a brief statement of calculation and the facts upon which requiring such calculation is basedadjustment. Upon Failure to give such notice, or any defect therein, shall not affect the occurrence legality or validity of any event specified in Sections 4.1, 4.2, 4.3 or 4.4 then, in any such event, the Company shall give written notice to each Warrant holder, at the last address set forth for such holder in the Warrant Register, of the record date or the effective date of the event. . (a) If (A) the Company shall declare a dividend (or any other distribution in whatever form) on the shares of Common StockOrdinary Shares A, (B) the Company shall declare a special nonrecurring cash dividend on or a redemption of the shares of Common StockOrdinary Shares A, (C) the Company shall authorize the granting to all holders of the shares of Common Stock Ordinary Shares A rights or warrants to subscribe for or purchase any shares of capital stock of any class or of any rights, (D) the approval of any stockholders shareholder of the Company shall be required in connection with any reclassification of the shares of Common StockOrdinary Shares A, any consolidation or merger to which the Company (or any of its subsidiaries) is a party, any sale or transfer of all or substantially all of the assets of the Company, Company or any compulsory share exchange whereby the shares of Common Stock Ordinary Shares A are converted into other securities, cash or property, property or (E) the Company shall authorize the voluntary or involuntary dissolution, liquidation or winding up of the affairs of the Company, then, in each case, the Company shall cause to be delivered by facsimile or email to the Warrant Agent and the Registered Holder at its last facsimile number or email address as it shall appear upon the Warrant RegisterRegister of the Company, at least 5 twenty (20) calendar days prior to the applicable record or effective date hereinafter specified, a notice stating (x) the date on as of which a record is to be taken for the purpose of such dividend, distribution, redemption, rights or warrantswarrants or, or if a record is not to be taken, the date as of which the holders of the shares of Common Stock Ordinary Shares A of record to be entitled to such dividend, distributions, redemption, rights or warrants are to be determined or (y) the date on which such reclassification, consolidation, merger, sale, transfer or stock share exchange is expected to become effective or close, and the date as of which it is expected that the holders of the shares of Common Stock Ordinary Shares A of record shall be entitled to exchange their shares of Common Stock Ordinary Shares A for securities, cash or other property deliverable upon such reclassification, consolidation, merger, sale, transfer or stock share exchange; provided that the failure to deliver such notice or any defect therein or in the delivery thereof shall not affect the validity of the corporate action required to be specified in such notice and provided, further that no notice shall be required if the information is disseminated in a press release or document filed with the Securities and Exchange Commissionnotice. To the extent that any notice provided in this Warrant the Warrants constitutes, or contains, material, non-public information regarding the Company or any of the Subsidiariesits subsidiaries, the Company shall simultaneously file such notice with the Commission SEC (as defined below) pursuant to a Current Report report on Form 86-K. K (or successor form) or, if unavailable to the Company, a widely disseminated press release that is reasonably anticipated to be generally available to the Company’s equity holders. The Registered Holder shall remain entitled to exercise this Warrant the Warrants during the period commencing on the date of such notice to the effective date of the event triggering such notice notice, except as may otherwise be expressly set forth herein.