Common use of Reorganization or Reclassification Clause in Contracts

Reorganization or Reclassification. If at any time while there are Series B Warrants outstanding there shall be any reorganization or reclassification of the Common Shares of the Company (other than a subdivision or combination of shares provided for in Section 5.1, or a Fundamental Transaction (as defined below)), the Holder shall thereafter be entitled to receive, upon exercise of its Series B Warrant(s) prior to the Expiration Date and upon payment of the Exercise Price, the number of shares of stock or other securities or property of the Company resulting from such reorganization or reclassification, as the case may be, to which a holder of the Common Shares, deliverable upon the exercise of a Series B Warrant, would have been entitled upon such reorganization or reclassification if such Series B Warrant had been exercised immediately prior to such reorganization or reclassification, and in any such case, appropriate adjustment (as determined in good faith by the Board of Directors of the Company) shall be made in the application of the provisions with respect to the rights and interest thereafter of the Holder to the end that the provisions set forth herein (including the adjustment of the Exercise Price and the number of shares issuable upon the exercise of a Series B Warrant) shall thereafter be applicable, as near as reasonably may be, in relation to any shares or other property thereafter deliverable upon exercise. The provisions of this Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactions.

Reorganization or Reclassification. If at In case of any time while there are Series B Warrants outstanding there shall be any capital reorganization or any reclassification of the Common Shares capital stock of the Company (other than a subdivision or combination of shares except as provided for in Section 5.14.2 above) while this Warrant remains outstanding, then, as a condition of such reorganization or a Fundamental Transaction (as defined below))reclassification, lawful and adequate provision shall be made whereby the Holder holder of this Warrant shall thereafter be entitled to receive, upon exercise purchase pursuant to this Warrant (in lieu of its Series B Warrant(s) prior to the Expiration Date and upon payment of the Exercise Price, the number of shares of stock or other securities or property of the Company resulting from Common Stock which such reorganization or reclassification, as the case may be, to which a holder of the Common Shares, deliverable upon the exercise of a Series B Warrant, would have been entitled upon such reorganization or reclassification if such Series B Warrant had been exercised to purchase immediately prior to such reorganization or reclassification) the shares of stock of any class or classes or other securities or property to which such number of shares of Common Stock would have been entitled at the time of such reorganization or reclassification, and in at an aggregate purchase price equal to that which would have been payable if such number of shares of Common Stock had been purchased immediately prior to such reorganization or reclassification. In case of any such casecapital reorganization or reclassification, appropriate adjustment (as determined in good faith by the Board of Directors of the Company) provision shall be made in the application of the provisions with respect to the rights and interest interests thereafter of the Holder holders of Warrants, to the end that all the provisions set forth herein of the Warrants (including the adjustment provisions of the Exercise Price and the number of shares issuable upon the exercise of a Series B Warrantthis Article 4) shall thereafter be applicable, as near nearly as reasonably may bepracticable, in relation to any shares such stock or other securities or property thereafter deliverable upon exercise. The provisions the exercise of this Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactionsthe Warrants.

Reorganization or Reclassification. If at In case of any time while there are Series B Warrants outstanding there shall be any capital reorganization or any reclassification of the Common Shares capital stock of the Company (other than a subdivision or combination of shares except as provided for in Section 5.14.2 above) while this Warrant remains outstanding, then, as a condition of such reorganization or a Fundamental Transaction (as defined below))reclassification, lawful and adequate provision shall be made whereby the Holder of this Warrant shall thereafter be entitled to receive, upon exercise purchase pursuant to this Warrant (in lieu of its Series B Warrant(s) prior to the Expiration Date and upon payment of the Exercise Price, the number of shares of stock or other securities or property of the Company resulting from Common Stock which such reorganization or reclassification, as the case may be, to which a holder of the Common Shares, deliverable upon the exercise of a Series B Warrant, Holder would have been entitled upon such reorganization or reclassification if such Series B Warrant had been exercised to purchase immediately prior to such reorganization or reclassification) the shares of stock of any class or classes or other securities or property to which such number of shares of Common Stock would have been entitled at the time of such reorganization or reclassification, and in at an aggregate purchase price equal to that which would have been payable if such number of shares of Common Stock had been purchased immediately prior to such reorganization or reclassification. In case of any such casecapital reorganization or reclassification, appropriate adjustment (as determined in good faith by the Board of Directors of the Company) provision shall be made in the application of the provisions with respect to the rights and interest interests thereafter of the Holder Holders of Warrants, to the end that all the provisions set forth herein of the Warrants (including the adjustment provisions of the Exercise Price and the number of shares issuable upon the exercise of a Series B Warrantthis Article 4) shall thereafter be applicable, as near nearly as reasonably may bepracticable, in relation to any shares such stock or other securities or property thereafter deliverable upon exercise. The provisions the exercise of this Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactionsthe Warrants.

Reorganization or Reclassification. If at any time while there are Series B A Warrants outstanding there shall be any reorganization or reclassification of the Common Shares of the Company (other than a subdivision or combination of shares provided for in Section 5.1, or a Fundamental Transaction (as defined below)), the Holder shall thereafter be entitled to receive, upon exercise of its Series B A Warrant(s) prior to the Expiration Date and upon payment of the Exercise Price, the number of shares of stock or other securities or property of the Company resulting from such reorganization or reclassification, as the case may be, to which a holder of the Common Shares, deliverable upon the exercise of a Series B A Warrant, would have been entitled upon such reorganization or reclassification if such Series B A Warrant had been exercised immediately prior to such reorganization or reclassification, and in any such case, appropriate adjustment (as determined in good faith by the Board of Directors of the Company) shall be made in the application of the provisions with respect to the rights and interest thereafter of the Holder to the end that the provisions set forth herein (including the adjustment of the Exercise Price and the number of shares issuable upon the exercise of a Series B A Warrant) shall thereafter be applicable, as near as reasonably may be, in relation to any shares or other property thereafter deliverable upon exercise. The provisions of this Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactions.

Reorganization or Reclassification. If at any time while there are Series B Warrants this Warrant is outstanding there shall be any reorganization or reclassification of the Common Shares Stock of the Company (other than a subdivision or combination of shares provided for in Section 5.1, or a Fundamental Transaction (as defined below)Paragraph 3), the Registered Holder shall thereafter be entitled to receive, upon exercise of its Series B Warrant(s) prior to during the Expiration Date term hereof and upon payment of the Exercise Purchase Price, the number of shares of stock or other securities or property of the Company resulting from such reorganization or reclassification, as the case may be, to which a holder of the Common SharesStock of the Company, deliverable upon the exercise of a Series B this Warrant, would have been entitled upon such reorganization or reclassification if such Series B this Warrant had been exercised immediately prior to such reorganization or reclassification, and in any such case, appropriate adjustment (as determined in good faith by the Board of Directors of the Company) shall be made in the application of the provisions herein set forth with respect to the rights and interest thereafter of the Registered Holder to the end that the provisions set forth herein (including the adjustment of the Exercise Purchase Price and the number of shares issuable upon the exercise of a Series B this Warrant) shall thereafter be applicable, as near as reasonably may be, in relation to any shares or other property thereafter deliverable upon exercise. The provisions of this Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactionsthe exercise hereof.

Reorganization or Reclassification. If at any time while there are Series B Warrants outstanding there shall be any In the event of a ---------------------------------- capital reorganization or a reclassification of the Common Shares of the Company Stock (other than a subdivision except as provided in subsection (a) above or combination of shares provided for in Section 5.1, or a Fundamental Transaction subsection (as defined e) below)), the any Registered Holder of a Warrant, upon exercise of such Warrant, shall thereafter be entitled to receive, in substitution for the Common Stock to which he would have become entitled upon exercise of its Series B Warrant(s) immediately prior to the Expiration Date and upon payment of the Exercise Pricesuch reorganization or reclassification, the number shares (of shares of stock any class or classes) or other securities or property of the Company resulting from such reorganization (or reclassification, as the case may be, to which a holder of the Common Shares, deliverable upon the exercise of a Series B Warrant, cash) that he would have been entitled to receive at the same aggregate Exercise Price upon such reorganization or reclassification if such Series B Warrant had been exercised immediately prior to such reorganization or reclassification, thereto; and in any such case, appropriate adjustment provision (as determined in good faith by the Board of Directors of the Company, whose determination shall be conclusive and shall be evidenced by a certified Board resolution filed with the Warrant Agent) shall be made in for the application of the provisions this Section 8 with respect to the rights and interest interests thereafter of the Holder Registered Holders of all then outstanding Warrants (including but not limited to the allocation of the Exercise Price between or among shares of classes of capital stock), to the end that the provisions set forth herein this Section 8 (including the adjustment adjustments of the Exercise Price and the number of shares issuable of Common Stock or other securities purchasable and the Exercise Price thereof) shall thereafter be reflected, as nearly as reasonably practicable, in all subsequent exercises of the Warrants for any shares or securities or other property (or cash) thereafter deliverable upon the exercise of a Series B Warrant) shall thereafter be applicable, as near as reasonably may be, in relation to any shares or other property thereafter deliverable upon exercise. The provisions of this Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactionsthe Warrants.

Reorganization or Reclassification. If at any time while there are Series B Warrants outstanding there shall be any capital reorganization or reclassification of the Common Shares capital stock of the Company (other than a subdivision or combination of shares provided for transaction described in Section 5.12(d) below shall be effected in such a way that Holders of Common Stock shall be entitled to receive stock, securities or assets with respect to or in exchange for Common Stock, then, as a Fundamental Transaction (as defined below))condition of such reorganization or reclassification, lawful and adequate provisions shall be made whereby the Holder shall thereafter be entitled thereupon have the right to receive, upon the basis and upon the terms and conditions specified herein and in lieu of the Warrant Shares immediately theretofore receivable upon the exercise of its Series B Warrant(s) prior to the Expiration Date and upon payment of the Exercise Price, the number of shares of stock or other securities or property of the Company resulting from such reorganization or reclassificationthis Warrant in full, as the case may be, such shares of stock, securities or assets as may be issued or payable with respect to which or in exchange for a holder number of outstanding shares of such Common Stock equal to the number of shares of such Common Shares, deliverable Stock immediately theretofore receivable upon the such exercise of a Series B Warrant, would have been entitled upon this Warrant in full had such reorganization or reclassification if such Series B Warrant had been exercised immediately prior to such reorganization or reclassificationnot taken place, and in any such case, case appropriate adjustment (as determined in good faith by the Board of Directors of the Company) provisions shall be made in the application of the provisions with respect to the rights and interest thereafter interests of the Holder to the end that the provisions set forth herein hereof (including the adjustment including, without limitation, provisions for adjustments of the Exercise Price and the number of shares issuable upon the exercise of a Series B WarrantWarrant Price) shall thereafter be applicable, as near nearly as reasonably may be, in relation to any shares of stock, securities or other property assets thereafter deliverable upon exercise. The provisions the exercise of this Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactionssuch conversion rights.

Reorganization or Reclassification. If at any time while there are Series B Warrants outstanding there shall be any reorganization or reclassification of the Common Shares Stock of the Company (other than a subdivision or combination of shares provided for in Section 5.1, or a Fundamental Transaction (as defined below)), the Holder shall thereafter be entitled to receive, upon exercise of its Series B Warrant(s) prior to the Expiration Date and upon payment of the Exercise Price, the number of shares of stock or other securities or property of the Company resulting from such reorganization or reclassification, as the case may be, to which a holder of the Common SharesStock, deliverable upon the exercise of a Series B Warrant, would have been entitled upon such reorganization or reclassification if such Series B Warrant had been exercised immediately prior to such reorganization or reclassification, and in any such case, appropriate adjustment (as determined in good faith by the Board of Directors of the Company) shall be made in the application of the provisions with respect to the rights and interest thereafter of the Holder to the end that the provisions set forth herein (including the adjustment of the Exercise Price and the number of shares issuable upon the exercise of a Series B Warrant) shall thereafter be applicable, as near as reasonably may be, in relation to any shares or other property thereafter deliverable upon exercise. The provisions of this Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactions.

Reorganization or Reclassification. If at any time while there are Series B Warrants outstanding there shall be any capital reorganization or reclassification of the Common Shares capital stock of the Company (other than shall be effected in such a subdivision way that holders of Common Stock shall be entitled to receive stock, securities or combination assets with respect to or in exchange for Common Stock, then, as a condition of shares provided for in Section 5.1such reorganization or reclassification, or a Fundamental Transaction (as defined below)), lawful and adequate provisions shall be made whereby the Holder shall thereafter be entitled thereupon have the right to receive, upon the basis and upon the terms and conditions specified herein and in lieu of the Warrant Shares immediately theretofore receivable upon the exercise of its Series B Warrant(s) prior to the Expiration Date and upon payment of the Exercise Price, the number of shares of stock or other securities or property of the Company resulting from such reorganization or reclassificationthis Warrant in full, as the case may be, such shares of stock, securities or assets as may be issued or payable with respect to which or in exchange for a holder number of outstanding shares of such Common Stock equal to the number of shares of such Common Shares, deliverable Stock immediately theretofore receivable upon the such exercise of a Series B Warrant, would have been entitled upon this Warrant in full had such reorganization or reclassification if such Series B Warrant had been exercised immediately prior to such reorganization or reclassificationnot taken place, and in any such case, case appropriate adjustment (as determined in good faith by the Board of Directors of the Company) provisions shall be made in the application of the provisions with respect to the rights and interest thereafter interests of the Holder to the end that the provisions set forth herein hereof (including the adjustment including, without limitation, provisions for adjustments of the Exercise Price and the number of shares issuable upon the exercise of a Series B WarrantWarrant Price) shall thereafter be applicable, as near nearly as reasonably may be, in relation to any shares of stock, securities or other property assets thereafter deliverable upon exercise. The provisions the exercise of this Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactionssuch conversion rights.

Reorganization or Reclassification. If at any time while there are Series B Warrants outstanding there shall be any capital reorganization or reclassification of the Common Shares capital stock of the Company (other than Corporation shall be effected in such a subdivision or combination way that holders of shares provided for in Section 5.1, or a Fundamental Transaction (as defined below)), the Holder Common Stock shall thereafter be entitled to receive stock, securities or assets with respect to or in exchange for Common Stock, then, as a condition of such reorganization or reclassification, lawful and adequate provisions shall be made whereby each holder of a share or shares of Preferred Stock shall thereupon have the right to receive, upon exercise of its Series B Warrant(s) prior to the Expiration Date basis and upon payment the terms and conditions specified herein and in lieu of the Exercise Price, the number of shares of stock Common Stock immediately theretofore receivable upon the conversion of such share or other securities or property shares of the Company resulting from such reorganization or reclassificationPreferred Stock, as the case may be, such shares of stock, securities or assets as may be issued or payable with respect to which or in exchange for a holder number of outstanding shares of such Common Stock equal to the number of shares of such Common Shares, deliverable Stock immediately theretofore receivable upon the exercise of a Series B Warrant, would have been entitled upon such conversion had such reorganization or reclassification if such Series B Warrant had been exercised immediately prior to such reorganization or reclassificationnot taken place, and in any such case, case appropriate adjustment (as determined in good faith by the Board of Directors of the Company) provisions shall be made in the application of the provisions with respect to the rights and interest thereafter interests of the Holder such holder to the end that the provisions set forth herein hereof (including the adjustment including, without limitation, provisions for adjustments of the Exercise Price and the number of shares issuable upon the exercise of a Series B WarrantConversion Price) shall thereafter be applicable, as near nearly as reasonably may be, in relation to any shares of stock, securities or other property assets thereafter deliverable upon exercise. The provisions the exercise of this Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactionssuch conversion rights.

Reorganization or Reclassification. If at any time while there are Series B Warrants this Warrant is outstanding there shall be any reorganization or reclassification of the Common Shares Warrant Stock of the Company (other than a subdivision or combination of shares provided for in Section 5.1, or a Fundamental Transaction (as defined below)Paragraph 3), the Registered Holder shall thereafter be entitled to receive, upon exercise of its Series B Warrant(s) prior to during the Expiration Date term hereof and upon payment of the Exercise Purchase Price, the number of shares of stock or other securities or property of the Company resulting from such reorganization or reclassification, as the case may be, to which a holder of the Common SharesWarrant Stock of the Company, deliverable upon the exercise of a Series B this Warrant, would have been entitled upon such reorganization or reclassification if such Series B this Warrant had been exercised immediately prior to such reorganization or reclassification, and in any such case, appropriate adjustment (as determined in good faith by the Board of Directors of the Company) shall be made in the application of the provisions herein set forth with respect to the rights and interest thereafter of the Registered Holder to the end that the provisions set forth herein (including the adjustment of the Exercise Purchase Price and the number of shares issuable upon the exercise of a Series B this Warrant) shall thereafter be applicable, as near as reasonably may be, in relation to any shares or other property thereafter deliverable upon exercise. The provisions of this Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactionsthe exercise hereof.

Reorganization or Reclassification. If at any time while there are Series B Warrants outstanding there capital reorganization, reclassification, recapitalization, consolidation, merger, sale of all or substantially all of the Corporation’s assets or other similar transaction (any such transaction being referred to herein as an “Organic Change”) shall be any reorganization or reclassification effected in such a way that holders of the Common Shares of the Company (other than a subdivision or combination of shares provided for in Section 5.1, or a Fundamental Transaction (as defined below)), the Holder Stock shall thereafter be entitled to receive (either directly or upon subsequent liquidation) stock, securities or assets with respect to or in exchange for Common Stock, then, as a condition of such Organic Change, lawful and adequate provisions shall be made whereby each holder of a share or shares of Series A Convertible Preferred Stock shall thereupon have the right to receive, upon exercise of its Series B Warrant(s) prior to the Expiration Date basis and upon payment the terms and conditions specified herein and in lieu of the Exercise Price, the number of shares of stock or other securities or property of the Company resulting from such reorganization or reclassificationin addition to, as the case may be, to which a holder the shares of the Common Shares, deliverable Stock immediately theretofore receivable upon the exercise conversion of such share or shares of Series A Convertible Preferred Stock such shares of stock, securities or assets as may be issued or payable with respect to or in exchange for a Series B Warrant, would have been entitled number of outstanding shares of such Common Stock equal to the number of shares of such Common Stock immediately theretofore receivable upon such reorganization or reclassification if conversion had such Series B Warrant had been exercised immediately prior to such reorganization or reclassificationOrganic Change not taken place, and in any such case, case of a reorganization or reclassification only appropriate adjustment (as determined in good faith by the Board of Directors of the Company) provisions shall be made in the application of the provisions with respect to the rights and interest thereafter interests of the Holder such holder to the end that the provisions set forth herein hereof (including the adjustment without limitation provisions for adjustments of the Exercise Price and the number of shares issuable upon the exercise of a Series B WarrantA Conversion Price) shall thereafter be applicable, as near nearly as reasonably may be, in relation to any shares of stock, securities or other property assets thereafter deliverable upon exercise. The provisions the exercise of this Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactionssuch conversion rights.

Reorganization or Reclassification. If at any time while there are Series B C Warrants outstanding there shall be any reorganization or reclassification of the Common Shares of the Company (other than a subdivision or combination of shares provided for in Section 5.1, or a Fundamental Transaction (as defined below)), the Holder shall thereafter be entitled to receive, upon exercise of its Series B C Warrant(s) prior to the Expiration Date and upon payment of the Exercise Price, the number of shares of stock or other securities or property of the Company resulting from such reorganization or reclassification, as the case may be, to which a holder of the Common Shares, deliverable upon the exercise of a Series B C Warrant, would have been entitled upon such reorganization or reclassification if such Series B C Warrant had been exercised immediately prior to such reorganization or reclassification, and in any such case, appropriate adjustment (as determined in good faith by the Board of Directors of the Company) shall be made in the application of the provisions with respect to the rights and interest thereafter of the Holder to the end that the provisions set forth herein (including the adjustment of the Exercise Price and the number of shares issuable upon the exercise of a Series B C Warrant) shall thereafter be applicable, as near as reasonably may be, in relation to any shares or other property thereafter deliverable upon exercise. The provisions of this Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactions.

Reorganization or Reclassification. If at any time while there are Series B Warrants outstanding there shall be any reorganization or reclassification of the Common Shares capital stock of the Company shall be effected in such a way (other than a subdivision including, without limitation, by way of consolidation or combination of shares provided for in Section 5.1, merger or a Fundamental Transaction (as defined below)), the Holder sale of all or substantially all its assets) that holders of common shares shall thereafter be entitled to receivereceive stock, upon exercise of its Series B Warrant(s) prior securities or assets with respect to the Expiration Date and upon payment or in exchange for common-non shares, then, as a condition of the Exercise Price, the number of shares of stock or other securities or property of the Company resulting from such reorganization or reclassification, as lawful and adequate provisions shall be made whereby the case may be, to which a holder of this Warrant shall thereafter have the Common Sharesright to receive, deliverable in lieu of the common shares of the Company theretofore receivable upon the exercise conversion of such shares, such shares of stock, securities or assets as may be issued or payable with respect to or in exchange for a Series B Warrant, would have been entitled upon such number of common shares equal to the number of common shares theretofore so receivable had the reorganization or reclassification if such Series B Warrant had been exercised immediately prior to such reorganization or reclassificationnot taken place, and in any such case, case appropriate adjustment (as determined in good faith by the Board of Directors of the Company) provision shall be made in the application of the provisions with respect to the rights and interest thereafter interests of the Holder holder to the end that the provisions set forth herein (including the adjustment of the Exercise Price and the number of shares issuable upon the exercise of a Series B Warrant) this Section 3 shall thereafter be applicable, as near nearly as reasonably may be, in relation to any shares of stock, securities or other property assets thereafter deliverable upon exercisethe exercise of those conversion rights. The provisions In the event of this a i-merger or consolidation of the Company as a result of which a greater or lesser number of common shares of the surviving corporation are issuable to holders of common shares of the Company outstanding immediately prior to the merger or consolidation, the Purchase Price in effect immediately prior to the merger or consolidation shall be adjusted in the same manner as though there were a subdivision or combination of the Outstanding common-non shares of the Company in accordance with Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactions3.2(a).

Reorganization or Reclassification. If at any time while there are Series B Warrants outstanding there shall be any capital reorganization or reclassification of the Common Shares capital stock of the Company (other than a subdivision or combination of shares provided for transaction described in Section 5.12.4 below shall be effected in such a way that the holders of Common Stock shall be entitled to receive stock, securities or assets with respect to or in exchange for Common Stock, then, as a Fundamental Transaction (as defined below))condition of such reorganization or reclassification, lawful and adequate provisions shall be made whereby the Holder shall thereafter be entitled thereupon have the right to receive, upon the basis and upon the terms and conditions specified herein and in lieu of the Warrant Shares immediately theretofore receivable upon the exercise of its Series B Warrant(s) prior to the Expiration Date and upon payment of the Exercise Price, the number of shares of stock or other securities or property of the Company resulting from such reorganization or reclassificationthis Warrant in full, as the case may be, such shares of stock, securities or assets as may be issued or payable with respect to which or in exchange for a holder number of outstanding shares of such Common Stock equal to the number of shares of such Common Shares, deliverable Stock immediately theretofore receivable upon the such exercise of a Series B Warrant, would have been entitled upon this Warrant in full had such reorganization or reclassification if such Series B Warrant had been exercised immediately prior to such reorganization or reclassificationnot taken place, and in any such case, case appropriate adjustment (as determined in good faith by the Board of Directors of the Company) provisions shall be made in the application of the provisions with respect to the rights and interest thereafter interests of the Holder to the end that the provisions set forth herein hereof (including the adjustment including, without limitation, provisions for adjustments of the Exercise Price and the number of shares issuable upon the exercise of a Series B WarrantWarrant Price) shall thereafter be applicable, as near nearly as reasonably may be, in relation to any shares of stock, securities or other property assets thereafter deliverable upon exercise. The provisions the exercise of this Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactionssuch conversion rights.

Reorganization or Reclassification. If at any time while there are Series B Warrants outstanding there shall be any capital reorganization or reclassification of the Common Shares capital stock of the Company (other than Corporation shall be effected in such a subdivision or combination way that holders of shares provided for in Section 5.1, or a Fundamental Transaction (as defined below)), the Holder Common Stock shall thereafter be entitled to receive stock, securities or assets with respect to or in exchange for Common Stock, or, in the case of any consolidation, merger or mandatory share exchange of the Corporation into any other company, then, as a condition of such reorganization, reclassification or exchange, lawful and adequate provisions shall be made whereby each holder of a share or shares of Series H Convertible Preferred Stock shall thereupon have the right to receive, upon exercise of its Series B Warrant(s) prior to the Expiration Date basis and upon payment the terms and conditions specified herein and in lieu of the Exercise Priceshares of Common Stock immediately theretofore receivable upon the conversion of such share or shares of Series H Convertible Preferred Stock, such shares of stock, securities or assets as may be issued or payable with respect to or in exchange for a number of outstanding shares of such Common Stock equal to the number of shares of stock or other securities or property of the Company resulting from such reorganization or reclassification, as the case may be, to which a holder of the Common Shares, deliverable upon the exercise of a Series B Warrant, would have been entitled Stock immediately theretofore receivable upon such reorganization conversion had such reorganization, reclassification or reclassification if such Series B Warrant had been exercised immediately prior to such reorganization or reclassificationexchange not taken place, and in any such case, case appropriate adjustment (as determined in good faith by the Board of Directors of the Company) provisions shall be made in the application of the provisions with respect to the rights and interest thereafter interests of the Holder such holder to the end that the provisions set forth herein hereof (including the adjustment without limitation provisions for adjustments of the Exercise Price and the number of shares issuable upon the exercise of a Series B Warrantconversion rights) shall thereafter be applicable, as near nearly as reasonably may be, in relation to any shares of stock, securities or other property assets thereafter deliverable upon exercise. The provisions the exercise of this Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactionssuch conversion rights.

Reorganization or Reclassification. If at any time while there are Series B Warrants outstanding there shall be any capital reorganization or reclassification of the Common Shares capital stock of the Company (other than shall be effected in such a subdivision way that Holders of Common Stock shall be entitled to receive stock, securities or combination assets with respect to or in exchange for Common Stock, then, as a condition of shares provided for in Section 5.1such reorganization or reclassification, or a Fundamental Transaction (as defined below)), lawful and adequate provisions shall be made whereby the Holder shall thereafter be entitled thereupon have the right to receive, upon the basis and upon the terms and conditions specified herein and in lieu of the Shares immediately theretofore receivable upon the exercise of its Series B Warrant(s) prior to the Expiration Date and upon payment of the Exercise Price, the number of shares of stock or other securities or property of the Company resulting from such reorganization or reclassificationthis Warrant in full, as the case may be, such shares of stock, securities or assets as may be issued or payable with respect to which or in exchange for a holder number of outstanding shares of such Common Stock equal to the number of shares of such Common Shares, deliverable Stock immediately theretofore receivable upon the such exercise of a Series B Warrant, would have been entitled upon this Warrant in full had such reorganization or reclassification if such Series B Warrant had been exercised immediately prior to such reorganization or reclassificationnot taken place, and in any such case, case appropriate adjustment (as determined in good faith by the Board of Directors of the Company) provisions shall be made in the application of the provisions with respect to the rights and interest thereafter interests of the Holder to the end that the provisions set forth herein hereof (including the adjustment including, without limitation, provisions for adjustments of the Exercise Price and the number of shares issuable upon the exercise of a Series B WarrantPrice) shall thereafter be applicable, as near nearly as reasonably may be, in relation to any shares of stock, securities or other property assets thereafter deliverable upon exercise. The provisions the exercise of this Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactionssuch conversion rights.

Reorganization or Reclassification. If at any time while there are Series B Warrants outstanding there shall be any In the event of a capital ----------------------------------- reorganization or a reclassification of the Common Shares of the Company Stock (other than a subdivision except as provided in subsection (a) above or combination of shares provided for in Section 5.1, or a Fundamental Transaction subsection (as defined e) below)), the each Registered Holder shall thereafter be entitled to receiveof a Warrant, upon exercise of its Series B Warrant(s) prior such Warrant, shall be entitled to receive at the Expiration Date and upon payment of the same aggregate Exercise Price, in substitution for the number of Common Stock to which such Registered Holder would have become entitled upon exercise immediately prior to such reorganization or reclassification, the shares of stock or other securities or property of the Company resulting from such reorganization (or reclassification, as the case may be, to which a holder of the Common Shares, deliverable upon the exercise of a Series B Warrant, cash) that he would have been entitled to receive upon such reorganization or reclassification if such Series B Warrant had been exercised immediately prior to such reorganization or reclassification, thereto; and in any such case, appropriate adjustment provision (as determined in good faith by the Board of Directors of the Company, whose determination shall be conclusive and shall be evidenced by a certified Board resolution filed with the Warrant Agent) shall be made in for the application of the provisions this Section 8 with respect to the rights and interest interests thereafter of the Holder Registered Holders of all then outstanding Warrants (including but not limited to the allocation of the Exercise Price among shares of classes of capital stock), to the end that the provisions set forth herein this Section 8 (including the adjustment adjustments of the Exercise Price and the number of shares issuable of Common Stock or other securities purchasable and the Exercise Price thereof) shall thereafter be reflected, as nearly as reasonably practicable, in all subsequent exercises of the Warrants for any shares or securities or other property (or cash) thereafter deliverable upon the exercise of a Series B Warrant) shall thereafter be applicable, as near as reasonably may be, in relation to any shares or other property thereafter deliverable upon exercise. The provisions of this Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactionsthe Warrants.

Reorganization or Reclassification. If at any time while there are Series B Warrants this Warrant is outstanding there shall be any reorganization or reclassification of the Common Shares Preferred Stock of the Company (other than a subdivision or combination of shares provided for in Section 5.1, or a Fundamental Transaction (as defined below)Paragraph 3), the Registered Holder shall thereafter be entitled to receive, upon exercise of its Series B Warrant(s) prior to during the Expiration Date term hereof and upon payment of the Exercise Purchase Price, the number of shares of stock or other securities or property of the Company resulting from such reorganization or reclassification, as the case may be, to which a holder of the Common SharesPreferred Stock of the Company, deliverable upon the exercise of a Series B this Warrant, would have been entitled upon such reorganization or reclassification if such Series B this Warrant had been exercised immediately prior to such reorganization or reclassification, and in any such case, appropriate adjustment (as determined in good faith by the Board of Directors of the Company) shall be made in the application of the provisions herein set forth with respect to the rights and interest thereafter of the Registered Holder to the end that the provisions set forth herein (including the adjustment of the Exercise Purchase Price and the number of shares issuable upon the exercise of a Series B this Warrant) shall thereafter be applicable, as near as reasonably may be, in relation to any shares or other property thereafter deliverable upon exercise. The provisions of this Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactionsthe exercise hereof.

Reorganization or Reclassification. If at any time while there are Series B Warrants outstanding there shall be any capital reorganization or reclassification of the Common Shares capital stock of the Company (other than shall be effected at any time after the Closing Date in such a subdivision way that holders of Common Stock shall be entitled to receive stock, securities or combination assets with respect to or in exchange for Common Stock, then, as a condition of shares provided for in Section 5.1such reorganization or reclassification, or a Fundamental Transaction (as defined below)), lawful and adequate provisions shall be made whereby the Holder shall thereafter be entitled thereupon have the right to receive, upon the basis and upon the terms and conditions specified herein and in lieu of the Warrant Shares immediately theretofore receivable upon the exercise of its Series B Warrant(s) prior to the Expiration Date and upon payment of the Exercise Price, the number of shares of stock or other securities or property of the Company resulting from such reorganization or reclassificationthis Warrant in full, as the case may be, such shares of stock, securities or assets as may be issued or payable with respect to which or in exchange for a holder number of outstanding shares of such Common Stock equal to the number of shares of such Common Shares, deliverable Stock immediately theretofore receivable upon the such exercise of a Series B Warrant, would have been entitled upon this Warrant in full had such reorganization or reclassification if such Series B Warrant had been exercised immediately prior to such reorganization or reclassificationnot taken place, and in any such case, case appropriate adjustment (as determined in good faith by the Board of Directors of the Company) provisions shall be made in the application of the provisions with respect to the rights and interest thereafter interests of the Holder to the end that the provisions set forth herein hereof (including the adjustment including, without limitation, provisions for adjustments of the Exercise Price and the number of shares issuable upon the exercise of a Series B WarrantAntidilution Price) shall thereafter be applicable, as near nearly as reasonably may be, in relation to any shares of stock, securities or other property assets thereafter deliverable upon exercise. The provisions the exercise of this Section 5.2 shall similarly apply to successive reorganizations, reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactionssuch conversion rights.

Reorganization or Reclassification. (a) If at any time while there are Series B Warrants outstanding there the Company shall be any reorganize its capital or reclassify its capital stock, pursuant to the terms of such reorganization or reclassification of the Common Shares of the Company (other than a subdivision or combination of shares provided for in Section 5.1reclassification, or a Fundamental Transaction (as defined below))then, the Holder shall have the right thereafter be entitled to receive, upon exercise of its Series B Warrant(s) prior to the Expiration Date and upon payment of the Exercise Pricesuch Warrant, the number of shares of common stock of the successor Person or of the Company, if it is the surviving entity, or other securities equitable securities, property or property cash receivable upon or as a result of such reorganization or reclassification by a holder of the Company resulting from number of shares of Common Stock for which this Warrant is exercisable immediately prior to such event. (b) In case of any such reorganization or reclassification, as the case may be, to which a holder of the Common Shares, deliverable upon the exercise of a Series B Warrant, would have been entitled upon such reorganization successor or reclassification acquiring Person (if such Series B Warrant had been exercised immediately prior to such reorganization or reclassification, and in any such case, appropriate adjustment (as determined in good faith by the Board of Directors of other than the Company) shall expressly assume the due and punctual observance and performance of each and every covenant and condition of this Warrant to be made in performed and observed by the application Company and all the obligations and liabilities hereunder, subject to such modifications as may be deemed appropriate (as determined by resolution of the provisions with respect Board) in order to provide for adjustments of shares of the Common Stock for which this Warrant is exercisable which shall be as nearly equivalent as practicable to the rights and interest thereafter adjustments provided for in this Article III. (c) For purposes of this Section 3.4 “common stock of the Holder successor Person” shall include stock of such Person of any class which is not preferred as to the end that the provisions set forth herein (including the adjustment dividends or assets over any other class of the Exercise Price stock of such Person and the number which is not subject to redemption and shall also include any evidences of indebtedness, shares issuable of stock or other securities which are convertible into or exchangeable for any such stock, either immediately or upon the exercise arrival of a Series B Warrant) shall thereafter be applicable, as near as reasonably may be, in relation to specified date or the happening of a specified event and any shares warrants or other property thereafter deliverable upon exerciserights to subscribe for or purchase any such stock. The foregoing provisions of this Section 5.2 3.4 shall similarly apply to successive reorganizations, reorganizations or reclassifications, consolidations, mergers, sales, transfers, other dispositions or similar transactions.