Common use of Adjustment for Reorganization Consolidation Merger Etc Clause in Contracts

Adjustment for Reorganization Consolidation Merger Etc. (a) During the Exercise Period, the Corporation shall, prior to consummation of a consolidation with or merger into another corporation, or conveyance of all or substantially all of its assets to any other corporation or corporations, whether affiliated or unaffiliated (any such corporation being included within the meaning of the term “successor corporation”), or agreement to so consolidate, merge or convey assets, require the successor corporation to assume, by written instrument delivered to the Holder, the obligation to issue and deliver to such Holder such shares of stock, securities or property as, in accordance with the provisions of paragraph 5(b), the Holder shall be entitled to purchase or receive. (b) In the case of any capital reorganization or reclassification of the Common Stock of the Corporation (or any other corporation the stock or other securities of which are at the time receivable on the exercise of this Warrant) during the Exercise Period or in case, during the Exercise Period, the Corporation (or any such other corporation) shall consolidate with or merge into another corporation or convey all or substantially all its assets to another corporation, the Holder, upon exercise, at any time after the consummation of such reorganization, consolidation, merger or conveyance, shall be entitled to receive, in lieu of the Common Stock of the Corporation (or such other corporation), the proportionate share of all stock, securities or other property issued, paid or delivered for or on all of the Common Stock of the Corporation (or such other corporation) as is allocable to the shares of Common Stock then called for by this Warrant as if the Holder had exercised the Warrant immediately prior thereto, all subject to further adjustment as provided in paragraph 4 of this Warrant.

Adjustment for Reorganization Consolidation Merger Etc. (a) During the Exercise Period, the Corporation shall, prior to consummation of a consolidation with or merger into another corporation, or conveyance of all or substantially all of its assets to any other corporation or corporations, whether affiliated or unaffiliated (any such corporation being included within the meaning of the term “"successor corporation”"), or agreement to so consolidate, merge or convey assets, require the successor corporation to assume, by written instrument delivered to the Holder, the obligation to issue and deliver to such Holder such shares of stock, securities or property as, in accordance with the provisions of paragraph 5(b), the Holder shall be entitled to purchase or receive. (b) In the case of any capital reorganization or reclassification of the Common Stock of the Corporation (or any other corporation the stock or other securities of which are at the time receivable on the exercise of this Warrant) during the Exercise Period or in case, during the Exercise Period, the Corporation (or any such other corporation) shall consolidate with or merge into another corporation or convey all or substantially all its assets to another corporation, the Holder, upon exercise, at any time after the consummation of such reorganization, consolidation, merger or conveyance, shall be entitled to receive, in lieu of the Common Stock of the Corporation (or such other corporation), the proportionate share of all stock, securities or other property issued, paid or delivered for or on all of the Common Stock of the Corporation (or such other corporation) as is allocable to the shares of Common Stock then called for by this Warrant as if the Holder had exercised the Warrant immediately prior thereto, all subject to further adjustment as provided in paragraph 4 of this Warrant.

Adjustment for Reorganization Consolidation Merger Etc. (a) During Prior to the Exercise Periodexpiration date of this Warrant, the Corporation shall, prior to consummation of a consolidation Company shall not consolidate with or merger merge into another corporation, or conveyance of convey all or substantially all of its assets to any other corporation or corporations, whether affiliated or unaffiliated (any such corporation being included within the meaning of the term “"successor corporation”"), or agreement agree to so consolidate, merge or convey assetsassets unless and until, require prior to consummation of such consolidation, merger or conveyance, the successor corporation to thereto shall assume, by written instrument delivered executed and mailed to the Holderholder of this Warrant, at such time, the obligation to issue and deliver to such Holder holder such shares of stock, securities or property as, in accordance with the provisions of paragraph 5(b)) below, the Holder such holder shall be entitled to purchase or receivereceive upon its exercise of this Warrant and payment of the Exercise Price. (b) In the case of any capital reorganization or reclassification of the Common Stock of the Corporation Company (or any other corporation the stock or other securities of which are at the time receivable on the exercise of this Warrant) during after the Exercise Period date of execution of this Warrant or in case, during the Exercise Periodafter such date, the Corporation Company (or any such other corporation) shall consolidate with or merge into another corporation or convey all or substantially all its assets to another corporation, then and in each such case the Holderholder of this Warrant, upon exerciseits exercise of this Warrant and payment of the Exercise Price, at any time after the consummation of such reorganization, consolidation, merger or conveyance, shall be entitled to receive, in lieu of the Common Stock of the Corporation Company (or such other corporation), ) the proportionate share of all stock, securities or other property issued, paid or delivered for or on all of the Common Stock of the Corporation Company (or such other corporation) as is allocable to the shares of Common Stock then called for by this Warrant Warrant, as if the Holder such holder had exercised the this Warrant immediately prior thereto, all subject to further adjustment as provided in paragraph Paragraph 4 of this Warrantand 5 hereof.

Adjustment for Reorganization Consolidation Merger Etc. (a) During the Exercise Period, the Corporation shall, prior to consummation of a consolidation with or merger into another corporation, or conveyance of all or substantially all of its assets to any other corporation or corporations, whether affiliated or unaffiliated (any such corporation being included within the meaning of the term “"successor corporation”"), or agreement to so consolidate, merge or convey assets, require the successor corporation to assume, by written instrument delivered to the Holder, the obligation to issue and deliver to such Holder such shares of stock, securities or property as, in accordance with the provisions of paragraph 5(b6(b), the Holder shall be entitled to purchase or receive. (b) In the case of any capital reorganization or reclassification of the Common Stock of the Corporation (or any other corporation the stock or other securities of which are at the time receivable on the exercise of this Warrant) during the Exercise Period or in case, during the Exercise Period, the Corporation (or any such other corporation) shall consolidate with or merge into another corporation or convey all or substantially all its assets to another corporation, the Holder, upon exercise, at any time after the consummation of such reorganization, consolidation, merger or conveyance, shall be entitled to receive, in lieu of the Common Stock of the Corporation (or such other corporation), the proportionate share of all stock, securities or other property issued, paid or delivered for or on all of the Common Stock of the Corporation (or such other corporation) as is allocable to the shares of Common Stock then called for by this Warrant as if the Holder had exercised the Warrant immediately prior thereto, all subject to further adjustment as provided in paragraph 4 5 of this Warrant.

Adjustment for Reorganization Consolidation Merger Etc. (a) During In the Exercise Period, event of any consolidation or merger of the Corporation shall, prior to consummation of a consolidation Company with or merger into another any other corporation, entity or conveyance person, or other corporate reorganization, in which the Company shall not be the continuing or surviving entity of such consolidation, merger, or reorganization, or any transaction in which more than 50% of the Company's voting power is transferred, or any sale of all or substantially all of its the assets to any other corporation or corporations, whether affiliated or unaffiliated of the Company (any such corporation being included within the meaning of the term “successor corporation”transaction hereinafter referred to as a "Reorganization"), or agreement to so consolidatethen, merge or convey assets, require the successor corporation to assume, by written instrument delivered to the Holderin each case, the obligation to issue and deliver to such Holder such shares of stock, securities or property as, in accordance with the provisions of paragraph 5(b), the Holder shall be entitled to purchase or receive. (b) In the case of any capital reorganization or reclassification of the Common Stock of the Corporation (or any other corporation the stock or other securities of which are at the time receivable on the exercise holder of this Warrant) during the Exercise Period or in case, during the Exercise Period, the Corporation (or any such other corporation) shall consolidate with or merge into another corporation or convey all or substantially all its assets to another corporation, the Holder, upon exercise, exercise hereof at any time after the consummation or effective date of such reorganization, consolidation, merger or conveyanceReorganization, shall be entitled to receive, receive in lieu of the Common Stock of the Corporation (or Warrant Shares issuable upon such other corporation)exercise prior to such effective date, the proportionate share maximum amount of all stock, other securities or other and/or property issued, paid or delivered for or (including cash) to which such holder would have been entitled on all such effective date in accordance with the documents governing such Reorganization and the Company's Restated Articles of the Common Stock of the Corporation Incorporation (or such other corporationif any) as is allocable to the shares of Common Stock then called for by this Warrant as if the Holder such holder had exercised the this Warrant immediately prior thereto, thereto (all subject to further adjustment as provided in paragraph 4 this Warrant). The Company shall not effect any such Reorganization unless prior to or simultaneously with the consummation thereof the successor corporation (if other than the Company) resulting from such Reorganization or the corporation purchasing or leasing such assets or other appropriate corporation or entity shall expressly assume, by a supplemental Warrant or other acknowledgment executed and delivered to the holder, the obligation to deliver to the holder such shares of stock, securities or assets as, in accordance with the foregoing provisions, such holder may be entitled to purchase, and all other obligations and liabilities under this Warrant.

Adjustment for Reorganization Consolidation Merger Etc. (a) During Prior to the Exercise Periodexpiration date of this Warrant, the Corporation shall, prior to consummation of a consolidation Company shall not consolidate with or merger merge into another corporation, or conveyance of convey all or substantially all of its assets to any other corporation or corporations, whether affiliated or unaffiliated (any such corporation being included within the meaning of the term “"successor corporation”"), or agreement agree to so consolidate, merge or convey assetsassets unless and until prior to consummation of such consolidation, require merger or conveyance the successor corporation to thereto shall assume, by written instrument delivered executed and mailed to the Holderholder of this Warrant at such time, the obligation to issue and deliver to such Holder holder such shares of stock, securities or property as, in accordance with the provisions of paragraph 5(b)Paragraph 6(b) below, the Holder such holder shall be entitled to purchase or receive. (b) In the case of any capital reorganization or reclassification of the Common Stock of the Corporation Company (or any other corporation the stock or other securities of which are at the time receivable on the exercise of this Warrant) during after the Exercise Period date of execution of this Warrant or in case, during the Exercise Periodafter such date, the Corporation Company (or any such other corporation) shall consolidate with or merge into another corporation or convey all or substantially all its assets to another corporation, then and in each such case the Holderholder of this Warrant, upon exercise, at any time after the consummation of such reorganization, consolidation, merger or conveyance, shall be entitled to receive, in lieu of the Common Stock of the Corporation Company (or such other corporation), ) the proportionate share of all stock, securities or other property issued, paid or delivered for or on all of the Common Stock of the Corporation Company (or such other corporation) as is allocable to the shares of Common Stock then called for by this Warrant Warrant, as if the Holder such holder had exercised the this Warrant immediately prior thereto, all subject to further adjustment as provided in paragraph 4 of this Warrant.

Adjustment for Reorganization Consolidation Merger Etc. (a) During the Exercise Period, the Corporation Company shall, prior to consummation of a consolidation with or merger into another corporation, or conveyance of all or substantially all of its assets to any other corporation or corporations, whether affiliated or unaffiliated (any such corporation being included within the meaning of the term “"successor corporation”"), or entry into any agreement to so consolidate, merge or convey assets, require the successor corporation to assume, by written instrument delivered to the Holder, the obligation to issue and deliver to such the Holder such shares of stock, securities or property as, in accordance with the provisions of paragraph Section 5(b), the Holder shall be is entitled to purchase or receive. (b) In the case event of any capital reorganization or reclassification of the Common Stock stock of the Corporation Company (or any other corporation the stock or other securities of which are at the time receivable on the exercise of this Warrant) during the Exercise Period Period, or in case, the event that during the Exercise Period, Period the Corporation Company (or any such other corporation) shall consolidate consolidates with or merge merges into another corporation or convey conveys all or substantially all its assets to another corporation, the Holder, upon exercise, at any time after the consummation of such reorganization, consolidation, merger or conveyance, shall will be entitled to receive, in lieu of the Common Stock of the Corporation Warrant Shares (or stock of such other corporation), the proportionate share of all stock, securities or other property issued, paid or delivered for or on all of the Common Stock stock of the Corporation Company (or such other corporation) as is allocable to the shares of Common Stock Warrant Shares then called for by this Warrant as if the Holder had exercised the Warrant immediately prior thereto, all subject to further adjustment as provided in paragraph 4 of this WarrantSection 4.

Adjustment for Reorganization Consolidation Merger Etc. (a1) During the Exercise Period, the Corporation shall, prior to consummation of a consolidation with or merger into another corporation, or conveyance of all or substantially all of its assets to any other corporation or corporations, whether affiliated or unaffiliated (any such corporation being included within the meaning of the term “"successor corporation”"), or agreement to so consolidate, merge or convey assets, require the successor corporation to assume, by written instrument delivered to the Holder, the obligation to issue and deliver to such Holder such shares of stock, securities or property as, in accordance with the provisions of paragraph 5(b), the Holder shall be entitled to purchase or receive. (b2) In the case of any capital reorganization or reclassification of the Common Stock of the Corporation (or any other corporation the stock or other securities of which are at the time receivable on the exercise of this Warrant) during the Exercise Period or in case, during the Exercise Period, the Corporation (or any such other corporation) shall consolidate with or merge into another corporation or convey all or substantially all its assets to another corporation, the Holder, upon exercise, at any time after the consummation of such reorganization, consolidation, merger or conveyance, shall be entitled to receive, in lieu of the Common Stock of the Corporation (or such other corporation), the proportionate share of all stock, securities or other property issued, paid or delivered for or on all of the Common Stock of the Corporation (or such other corporation) as is allocable to the shares of Common Stock then called for by this Warrant as if the Holder had exercised the Warrant immediately prior thereto, all subject to further adjustment as provided in paragraph 4 of this Warrant.

Adjustment for Reorganization Consolidation Merger Etc. (a) During the Exercise Period, the Corporation shall, prior to consummation of a consolidation with or merger into another corporation, or conveyance of all or substantially all of its assets to any other corporation or corporations, whether affiliated or unaffiliated (any such corporation being included within the meaning of the term “"successor corporation”"), or agreement to so consolidate, merge or convey assets, require the successor corporation to assume, by written instrument delivered to the Holder, the obligation to issue and deliver to such Holder such shares of stock, securities or property as, in accordance with the provisions of paragraph 5(b), as the Holder shall be entitled to purchase or receivereceive in accordance with the positions of paragraph 5(b) hereof. (b) In the case of any capital reorganization or reclassification of the Common Stock of the Corporation (or any other corporation the stock or other securities of which are at the time receivable on the exercise of this Warrant) during the Exercise Period or in case, during the Exercise Period, the Corporation (or any such other corporation) shall consolidate with or merge into another corporation or convey all or substantially all its assets to another corporation, the Holder, upon exercise, at any time after the consummation of such reorganization, consolidation, merger or conveyance, shall be entitled to receive, in lieu of the Common Stock of the Corporation (or such other corporation), the proportionate share of all stock, securities or other property issued, paid or delivered for or on all of the Common Stock of the Corporation (or such other corporation) as is allocable to the shares of Common Stock then called for by this Warrant as if the Holder had exercised the Warrant immediately prior thereto, all subject to further adjustment as provided in paragraph 4 of this Warrant.

Adjustment for Reorganization Consolidation Merger Etc. (a) During the Exercise Period, the Corporation shall, prior to consummation of a consolidation with or merger into another corporation, or conveyance of all or substantially all of its assets to any other corporation or corporations, whether affiliated or unaffiliated (any such corporation being included within the meaning of the term “"successor corporation”"), or agreement to so consolidate, merge or convey assets, require the successor corporation to assume, by written instrument delivered to the Holder, the obligation to issue and deliver to such Holder such shares of stock, securities or property as, as the Holder shall be entitled to purchase or receive in accordance with the provisions of paragraph 5(b), the Holder shall be entitled to purchase or receive) hereof. (b) In the case of any capital reorganization or reclassification of the Common Stock of the Corporation (or any other corporation the stock or other securities of which are at the time receivable on the exercise of this Warrant) during the Exercise Period or in case, during the Exercise Period, the Corporation (or any such other corporation) shall consolidate with or merge into another corporation or convey all or substantially all its assets to another corporation, the Holder, upon exercise, at any time after the consummation of such reorganization, consolidation, merger or conveyance, shall be entitled to receive, in lieu of the Common Stock of the Corporation (or such other corporation), the proportionate share of all stock, securities or other property issued, paid or delivered for or on all of the Common Stock of the Corporation (or such other corporation) as is allocable to the shares of Common Stock then called for by this Warrant as if the Holder had exercised the Warrant immediately prior thereto, all subject to further adjustment as provided in paragraph 4 of this Warrant.

Adjustment for Reorganization Consolidation Merger Etc. (a) During the Exercise Period, the Corporation shall, prior to consummation of a consolidation with or merger into another corporation, or conveyance of all or substantially all of its assets to any other corporation or corporations, whether affiliated or unaffiliated (any such corporation being included within the meaning of the term “"successor corporation”"), or agreement to so consolidate, merge or convey assets, require the successor corporation to assume, by written instrument delivered to the Holder, the obligation to issue and deliver to such Holder such shares of stock, securities or property as, in accordance with the provisions of paragraph 5(b), the Holder shall be entitled to purchase or receive. (b) In the case of any capital reorganization or reclassification of the Common Stock of the Corporation (or any other corporation the stock or other securities of which are at the time receivable on the exercise of this Warrant) during the Exercise Period or in case, during the Exercise Period, the Corporation (or any such other corporation) shall consolidate with or merge into another corporation or convey all or substantially all its assets to another corporation, the Holder, upon exercise, at any time after the consummation of such reorganization, consolidation, merger or conveyance, shall be entitled to receive, in lieu of the Common Stock of the Corporation (or such other corporation), the proportionate share of all stock, securities or other property issued, paid or delivered for or on all of the Common Stock of the Corporation (or such other corporation) as is allocable to the shares of Common Stock then called for by this Warrant as if the Holder had exercised the Warrant immediately prior thereto, all subject to further adjustment as provided in paragraph 4 of this Warrant.

Adjustment for Reorganization Consolidation Merger Etc. (a) During the Exercise Period, the Corporation shall, prior to consummation of a consolidation with or merger into another corporation, or conveyance of all or substantially all of its assets to any other corporation or corporations, whether affiliated or unaffiliated (any such corporation being included within the meaning of the term “successor corporation”), or agreement to so consolidate, merge or convey assets, require the successor corporation to assume, by written instrument delivered to the Holder, the obligation to issue and deliver to such Holder such shares of stock, securities or property as, in accordance with the provisions of paragraph 5(b4(b), the Holder shall be entitled to purchase or receive. (b) In the case of any capital reorganization or reclassification of the Common Stock of the Corporation (or any other corporation the stock or other securities of which are at the time receivable on the exercise of this Warrant) during the Exercise Period or in case, during the Exercise Period, the Corporation (or any such other corporation) shall consolidate with or merge into another corporation or convey all or substantially all its assets to another corporation, the Holder, upon exercise, at any time after the consummation of such reorganization, consolidation, merger or conveyance, shall be entitled to receive, in lieu of the Common Stock of the Corporation (or such other corporation), the proportionate share of all stock, securities or other property issued, paid or delivered for or on all of the Common Stock of the Corporation (or such other corporation) as is allocable to the shares of Common Stock then called for by this Warrant as if the Holder had exercised the Warrant immediately prior thereto, all subject to further adjustment as provided in paragraph 4 of this Warrant.

Adjustment for Reorganization Consolidation Merger Etc. (a) During the Exercise Period, the Corporation shall, prior to consummation of a consolidation with or merger into another corporation, or conveyance of all or substantially all of its assets to any other corporation or corporations, whether affiliated or unaffiliated (any such corporation being included within the meaning of the term “"successor corporation”"), or agreement to so consolidate, merge or convey assets, require the successor corporation to assume, by written instrument delivered to the Holder, the obligation to issue and deliver to such Holder such shares of stock, securities or property as, in accordance with the provisions of paragraph 5(b6(b), the Holder shall be entitled to purchase or receive. (b) In the case of any capital reorganization or reclassification of the Common Stock of the Corporation (or any other corporation the stock or other securities of which are at the time receivable on the exercise of this Warrant) during the Exercise Period or in case, during the Exercise Period, the Corporation (or any such other corporation) shall consolidate with or merge into another corporation or convey all or substantially all its assets to another corporation, the Holder, upon exercise, at any time after the consummation of such reorganization, consolidation, merger or conveyance, shall be entitled to receive, in lieu of the Common Stock of the Corporation (or such other corporation), the proportionate share of all stock, securities or other property issued, paid or delivered for or on all of the Common Stock of the Corporation (or such other corporation) as is allocable to the shares of Common Stock then called for by this Warrant as if the Holder had exercised the Warrant immediately prior thereto, all subject to further adjustment as provided in paragraph 4 of this Warrant.