Common use of Reorganization or Reclassification Clause in Contracts

Reorganization or Reclassification. In case of any capital reorganization, or of any reclassification of the capital stock of the Company (other than a change in par value or from par value to no par value or from no par value to par value or as a result of a split-up or combination), or any consolidation or merger of the Company with another corporation, or the sale of all or substantially all of the assets of the Company shall be effected in a manner by which the holders of Common Stock shall be entitled to securities or assets with respect to or in exchange for Common Stock, then this Warrant shall, after such capital reorganization, reclassification of capital stock, merger or sale of assets, entitle the Holder hereof to purchase the kind and number of shares of stock or other securities or property of the Company, or of the corporation resulting from such consolidation to which the Holder hereof would have been entitled if it had held the Common Stock issuable upon the exercise hereof immediately prior to such capital reorganization, reclassification of capital stock, consolidation, merger or sale. The Company shall not effect any such capital reorganization, reclassification of capital stock, consolidation, merger or sale unless prior to the consummation thereof the successor corporation (if other than the Company) resulting therefrom or the corporation purchasing such assets shall, by written instrument executed and mailed to the Holder hereof at the last address of such Holder appearing on the books of the Company, (i) assume the obligation to deliver to such Holder such shares of stock, securities or assets as, in accordance with the foregoing provisions, such Holder may be entitled to purchase, and (ii) agree to be bound by all the terms of this Warrant.

Reorganization or Reclassification. In case of any capital reorganization, or of any reclassification of the capital stock stock, of the Company (other than a change in par value or from par value to no par value or from no par value to par value or as a result of a split-up or combinationvalue), or any consolidation or merger of the Company with another corporationcorporation or other entity, or the sale of all or substantially all of the assets of the Company shall be effected in a manner by which the holders of Common Stock shall be entitled (either directly or upon subsequent liquidation) to securities or assets with respect to or in exchange for Common Stock, then this Warrant shall, after such capital reorganization, reclassification of capital stock, merger or sale of assets, entitle the Holder hereof to purchase the kind and number of shares of stock or other securities or property of the Company, or of the corporation resulting from such consolidation to which the Holder hereof would have been entitled if it had held the Common Stock issuable upon the exercise hereof immediately prior to such capital reorganization, reclassification of capital stock, consolidation, merger or salesale of assets. The Company shall not effect any such capital reorganization, reclassification of capital stock, consolidation, merger or sale of assets unless prior to the consummation thereof the successor corporation (if other than the Company) resulting therefrom or the corporation purchasing such assets shall, by written instrument executed and mailed to the Holder hereof at the last address of such Holder appearing on the books of the Company, (i) assume the obligation to deliver to such Holder such shares of stock, securities or assets as, in accordance with the foregoing provisions, such Holder may be entitled to purchase, and (ii) agree to be bound by all the terms of this Warrant.

Reorganization or Reclassification. In case of If any capital reorganization, reorganization or of any reclassification of the capital stock of the Company (other than a change in par value or from par value to no par value or from no par value to par value or as a result of a split-up or combination), or any consolidation or merger of the Company with another corporation, or the sale of all or substantially all of the assets of the Company Corporation shall be effected in such a manner by which the 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 this Warrant shallthen, after as a condition of such capital reorganizationreorganization or reclassification, reclassification lawful and adequate provisions shall be made whereby each holder of capital stock, merger a share or sale of assets, entitle the Holder hereof to purchase the kind and number of shares of stock or other securities or property Series A Convertible Preferred Stock shall thereupon have the right to receive, upon the basis and upon the terms and conditions as provided herein and in lieu of the Company, or shares of the corporation resulting from such consolidation to which the Holder hereof would have been entitled if it had held the Common Stock issuable immediately theretofore receivable upon the exercise hereof immediately prior to such capital reorganization, reclassification of capital stock, consolidation, merger or sale. The Company shall not effect any such capital reorganization, reclassification of capital stock, consolidation, merger or sale unless prior to the consummation thereof the successor corporation (if other than the Company) resulting therefrom or the corporation purchasing such assets shall, by written instrument executed and mailed to the Holder hereof at the last address conversion of such Holder appearing on the books share or shares of the CompanySeries A Convertible Preferred Stock, (i) assume the obligation to deliver to such Holder such shares of stock, securities or assets asas 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 such Common Stock immediately theretofore receivable upon such conversion had such reorganization or reclassification not taken place, and in any such case appropriate provisions shall be made with respect to the rights and interest of such holder to the end that the provisions hereof (including without limitation provisions for adjustments of the Conversion Price) shall thereafter be applicable, as nearly as may be, in accordance with relation to any shares of stock, securities or assets thereafter deliverable upon the foregoing provisions, exercise of such Holder may be entitled to purchase, and (ii) agree to be bound by all the terms of this Warrantconversion rights.

Reorganization or Reclassification. In case of If any capital reorganization, reorganization or of any reclassification of the capital stock of the Company (other than a change in par value or from par value to no par value or from no par value to par value or as a result of a split-up or combination), or any consolidation or merger of the Company with another corporation, or the sale of all or substantially all of the assets of the Company Corporation shall be effected in such a manner by which the 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 this Warrant shallthen, after as a condition of such capital reorganizationreorganization or reclassification, reclassification lawful and adequate provision shall be made whereby each holder of capital stock, merger a share or sale of assets, entitle the Holder hereof to purchase the kind and number of shares of stock or other securities or property Series A Convertible Preferred Stock shall thereupon have the right to receive, upon the basis and upon the terms and conditions specified herein and in lieu of the Company, or shares of the corporation resulting from such consolidation to which the Holder hereof would have been entitled if it had held the Common Stock issuable immediately theretofore receivable upon the exercise hereof immediately prior to such capital reorganization, reclassification of capital stock, consolidation, merger or sale. The Company shall not effect any such capital reorganization, reclassification of capital stock, consolidation, merger or sale unless prior to the consummation thereof the successor corporation (if other than the Company) resulting therefrom or the corporation purchasing such assets shall, by written instrument executed and mailed to the Holder hereof at the last address conversion of such Holder appearing on the books share or shares of the CompanySeries A Convertible Preferred Stock, (i) assume the obligation to deliver to such Holder such shares of stock, securities or assets asas 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 such Common Stock immediately theretofore receivable upon such conversion had such reorganization or reclassification not taken place, and in any such case appropriate provisions shall be made with respect to the rights and interests of such holder to the end that the provisions hereof (including, without limitation, provisions for adjustments of the Series A Conversion Price) shall thereafter be applicable, as nearly as may be, in accordance with relation to any shares of stock, securities or assets thereafter deliverable upon the foregoing provisions, exercise of such Holder may be entitled to purchase, and (ii) agree to be bound by all the terms of this Warrantconversion rights.

Reorganization or Reclassification. In case the event of any capital reorganization, or of (i) any reclassification (including, without limitation, a reclassification effected by means of the capital stock of an exchange or tender offer by the Company or any subsidiary) or change of outstanding Common Stock (other than a change in par value value, or from par value to no par value value, or from no par value to par value value, or as a result of a split-up subdivision or combination), (ii) any consolidation, merger or any consolidation or merger combination of the Company with another corporation, or the sale corporation as a result of all or substantially all of the assets of the Company shall be effected in a manner by which the holders of Common Stock shall be entitled to receive securities or other assets (including cash) with respect to or in exchange for Common Stock or (iii) any sale or conveyance of the assets of the Company as, or substantially as, an entirety to any other corporation as a result of which holders of Common Stock shall be entitled to receive securities or other assets (including cash) with respect to or in exchange for Common Stock, then the Company or the successor or purchasing corporation, as the case may be, shall execute and deliver to the Holder upon surrender of this Warrant shall, after such capital reorganization, reclassification of capital stock, merger or sale of assets, entitle a supplemental warrant providing that the Holder hereof shall have the right thereafter (until the expiration of this Warrant) to purchase receive, upon full exercise of this Warrant, the kind and amount of shares of stock and/or other securities and/or property receivable upon such reclassification, consolidation, merger, combination, sale or conveyance by a holder of the number of shares of stock or other securities or property of the Company, or of the corporation resulting from such consolidation to Common Stock for which the Holder hereof would this Warrant might have been entitled if it had held the Common Stock issuable upon the exercise hereof exercised immediately prior to such capital reorganization, reclassification of capital stockreclassification, consolidation, merger merger, combination, sale or saleconveyance. The Company supplemental warrant referred to in the preceding sentence shall not effect any such capital reorganization, reclassification of capital stock, consolidation, merger or sale unless prior provide for adjustments (without regard to the consummation thereof the successor corporation (if other than the Company) resulting therefrom or the corporation purchasing such assets shall, by written instrument executed and mailed to the Holder hereof at the last address of such Holder appearing limitations on the books of the Company, (i) assume the obligation to deliver to such Holder such shares of stock, securities or assets as, in accordance with the foregoing provisions, such Holder may be entitled to purchase, and (ii) agree to be bound by all the terms exercisability of this Warrant) which shall be as nearly equivalent as practicable to the adjustments provided for in this Section 10. The above provision of this Section 10(e) shall similarly apply to successive consolidations or mergers.

Reorganization or Reclassification. In case of If any capital reorganization, reorganization or of any reclassification of the capital stock of the Company (other than a change in par value or from par value to no par value or from no par value to par value or as a result of a split-up or combination), or any consolidation or merger of the Company with another corporation, or the sale of all or substantially all of the assets of the Company Corporation shall be effected in such a manner by which the 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 this Warrant shallthen, after as a condition of such capital reorganizationreorganization or reclassification, reclassification lawful and adequate provisions shall be made whereby each holder of capital stock, merger a share or sale of assets, entitle the Holder hereof to purchase the kind and number of shares of stock or other securities or property Series A Convertible Preferred Stock shall thereupon have the right to receive, upon the basis and upon the terms and conditions specified herein and in lieu of the Company, or shares of the corporation resulting from such consolidation to which the Holder hereof would have been entitled if it had held the Common Stock issuable immediately theretofore receivable upon the exercise hereof immediately prior to such capital reorganization, reclassification of capital stock, consolidation, merger or sale. The Company shall not effect any such capital reorganization, reclassification of capital stock, consolidation, merger or sale unless prior to the consummation thereof the successor corporation (if other than the Company) resulting therefrom or the corporation purchasing such assets shall, by written instrument executed and mailed to the Holder hereof at the last address conversion of such Holder appearing on the books share or shares of the CompanySeries A Convertible Preferred Stock, (i) assume the obligation to deliver to such Holder such shares of stock, securities or assets asas 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 such Common Stock immediately theretofore receivable upon such conversion had such reorganization or reclassification not taken place, and in any such case appropriate provisions shall be made with respect to the rights and interests of such holder to the end that the provisions hereof (including without limitation provisions for adjustments of the Conversion Price) shall thereafter be applicable, as nearly as may be, in accordance with relation to any shares of stock, securities or assets thereafter deliverable upon the foregoing provisions, exercise of such Holder may be entitled to purchase, and (ii) agree to be bound by all the terms of this Warrantconversion rights.