Common use of Binding Effect on Successors Clause in Contracts

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued under Section 3(a), this Warrant shall be binding upon any corporation that issues securities in exchange for securities of the class issuable upon exercise of this Warrant in connection with any merger, consolidation or acquisition of all or substantially all of the Company's assets, and all of the obligations of the Company relating to the Shares issuable upon the exercise or conversion of this Warrant shall survive the exercise, conversion and termination of this Warrant and all of the covenants and agreements of the Company shall inure to the benefit of the holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the shares) to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder hereof to make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued under Section 3(a), this This Warrant shall be binding upon any corporation that issues securities in exchange for securities of succeeding the class issuable upon exercise of this Warrant in connection with any Company by merger, consolidation or acquisition of all or substantially all of the Company's assets, and all of the obligations of the Company set forth in Section 8 hereof and the rights, preferences and privileges set forth in the Charter relating to the Shares Series Preferred issuable upon the exercise or conversion of this Warrant shall survive the exercise, conversion and termination of this Warrant and all of the covenants and agreements of the Company shall inure to the benefit of the successors and assigns of the holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the sharesShares) to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder hereof to make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued under Section 3(a), this This Warrant shall be binding upon any corporation that issues securities in exchange for securities of succeeding the class issuable upon exercise of this Warrant in connection with any merger, consolidation Company by merger or acquisition of all or substantially all of the Company's assetsconsolidation, and all of the obligations of the Company relating to the Shares issuable upon the exercise or conversion of this Warrant shall be as set forth in the Company's Charter and the Company's by-laws (each as amended from time to time) and shall survive the exercise, conversion exercise and termination of this Warrant and all of the covenants and agreements herein and in such other documents and instruments of the Company shall inure to the benefit of the successors and assigns of the holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the sharesShares issuable upon exercise of this Warrant) to which the holder hereof shall continue to be entitled been titled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder hereof to make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued under Section 3(a), this This Warrant shall be binding upon ---------------------------- any corporation that issues securities in exchange for securities of succeeding the class issuable upon exercise of this Warrant in connection with any merger, consolidation Company by merger or acquisition of all or substantially all of the Company's assetsconsolidation, and all of the obligations of the Company relating to the Shares issuable upon the exercise or conversion of this Warrant shall be as set forth in the Company's Charter and the Company's by-laws (each as amended from time to time) and shall survive the exercise, conversion exercise and termination of this Warrant and all of the covenants and agreements herein and in such other documents and instruments of the Company shall inure to the benefit of the successors and assigns of the holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the sharesShares issuable upon exercise of this Warrant) to which the holder hereof shall continue to be entitled been titled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder hereof to make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued under Section 3(a), this This Warrant shall be binding upon any ---------------------------- corporation that issues securities in exchange for securities of succeeding the class issuable upon exercise of this Warrant in connection with any merger, consolidation Company by merger or acquisition of all or substantially all of the Company's assetsconsolidation, and all of the obligations of the Company relating to the Shares issuable upon the exercise or conversion of this Warrant shall be as set forth in the Company's Articles of Incorporation and the Company's Bylaws (each as amended from time to time) and shall survive the exercise, conversion exercise and termination of this Warrant and all of the covenants and agreements herein and in such other documents and instruments of the Company shall inure to the benefit of the successors and assigns of the holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the shares) to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure -------- of the holder hereof to make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued under Section 3(a), this This Warrant shall be binding upon any ---------------------------- corporation that issues securities in exchange for securities of succeeding the class issuable upon exercise of this Warrant in connection with any Company by merger, consolidation or acquisition of all or substantially all of the Company's assets, and all of the obligations of the Company relating to the Shares Series Preferred issuable upon the exercise or conversion of this Warrant shall survive the exercise, conversion and termination of this Warrant and all of the covenants and agreements of the Company shall inure to the benefit of the successors and assigns of the holder hereof. hereof The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the shares) shares of Registrable Securities to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder hereof to -------- make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued under Section 3(a), this This Warrant shall be binding upon any corporation that issues securities in exchange for securities of succeeding the class issuable upon exercise of this Warrant in connection with any Company by merger, consolidation or acquisition of all or substantially all of the Company's ’s assets, and all . All of the obligations of the Company relating to the Shares Preferred Stock issuable upon the exercise or conversion of this Warrant shall survive the exercise, conversion exercise and termination of this Warrant and all Warrant. All of the covenants and agreements of the Company shall inure to the benefit of the successors and permitted assigns of the holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, . upon request of the holder Holder hereof but at the Company's ’s expense, acknowledge in writing its continuing obligation to the holder Holder hereof in respect of any rights (including, without limitation, any right to registration of the sharesshares of Common Stock) to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder hereof to make any such request shall not affect the continuing obligation of the Company to the holder Holder hereof in respect of such rights; provided, further, that in any case, such successor(s) or permitted assign(s) executes such other agreements as may be reasonably requested by the Company to reflect such party’s rights and obligations as an “Investor Holder” (as such term is defined in the Rights Agreement) and as an “Investor” under the Stockholders’ Agreement.

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued under Section 3(a), this This Warrant shall be binding upon any corporation that issues securities in exchange for securities of succeeding the class issuable upon exercise of this Warrant in connection with any Company by merger, consolidation or acquisition of all or substantially all of the Company's assets, and all of the obligations of the Company relating to the Shares Common Stock issuable upon the exercise or conversion of this Warrant shall survive the exercise, conversion and termination of this Warrant and all of the covenants and agreements of the Company shall inure to the benefit of the successors and assigns of the holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the sharesShares) to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder hereof to make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights. This Warrant is assignable by the holder of this Warrant with the consent of the Company, which consent shall not be unreasonably withheld or delayed.

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued under Section 3(a), this This Warrant shall be binding upon any ---------------------------- corporation that issues securities in exchange for securities of succeeding the class issuable upon exercise of this Warrant in connection with any Company by merger, consolidation or acquisition of all or substantially all of the Company's assets, and all of the obligations of the Company relating to the Shares Series Preferred issuable upon the exercise or conversion of this Warrant shall survive the exercise, conversion and termination of this Warrant and all of the covenants and agreements of the Company shall inure to the benefit 6f the successors and assigns of the holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the shares) shares of Registrable Securities to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder hereof to -------- make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued Except as provided under Section 3(a)1, ---------------------------- this Warrant shall be binding upon any corporation that issues securities in exchange for securities of succeeding the class issuable upon exercise of this Warrant in connection with any Company by merger, consolidation or acquisition of all or substantially all of the Company's assets, and all of the obligations of the Company relating to the Shares issuable upon the exercise or conversion of this Warrant shall survive the exercise, conversion and termination of this Warrant and all of the covenants and agreements of the Company shall inure to the benefit of the successors and assigns of the holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the sharesShares) to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder hereof to -------- make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued under Section 3(a), this This Warrant shall be binding ---------------------------- upon any corporation that issues securities in exchange for securities of succeeding the class issuable upon exercise of this Warrant in connection with any Company by merger, consolidation or acquisition of all or substantially all of the Company's assets, and all of the obligations of the Company relating to the Shares Common Stock issuable upon the exercise or conversion of this Warrant shall survive the exercise, conversion and termination of this Warrant and all of the covenants and agreements of the Company shall inure to the benefit of the successors and assigns of the holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the sharesShares) to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder hereof to make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued under Section 3(a), this This Warrant shall be binding upon any ---------------------------- corporation that issues securities in exchange for securities of succeeding the class issuable upon exercise of this Warrant in connection with any Company by merger, consolidation or acquisition of all or substantially all of the Company's assetsassets (to the extent provided in Section 4), and all of the obligations of the Company relating to the Shares Common Stock issuable upon the exercise or conversion of this Warrant shall survive the exercise, conversion conversion, and termination of this Warrant and all of the covenants and agreements of the Company shall inure to the benefit of the successors and assigns of the holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the sharesshares of Registrable Securities) to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the -------- holder hereof to make any such request shall not affect the continuing obligation of the Company company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued under Section 3(a), this This Warrant shall be binding upon ---------------------------- any corporation that issues securities in exchange for securities of succeeding the class issuable upon exercise of this Warrant in connection with any Company by merger, consolidation or acquisition of all or substantially all of the Company's assets, and all of the obligations of the Company relating to the Shares Common Stock issuable upon the exercise or conversion of this Warrant shall survive the exercise, conversion exercise and termination of this Warrant and all of the covenants and agreements of the Company shall inure to the benefit of the successors and assigns of the holder hereof. The Company company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the sharesshares of Registrable Securities) to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder hereof to make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued under Section 3(a), this This Warrant shall be binding upon any ---------------------------- corporation that issues securities in exchange for securities of succeeding the class issuable upon exercise of this Warrant in connection with any Company by merger, consolidation or acquisition of all or substantially all of the Company's assets, and all . All of the obligations of the Company relating to the Shares Preferred Stock issuable upon the exercise or conversion of this Warrant shall survive the exercise, conversion exercise and termination of this Warrant and all Warrant. All of the covenants and agreements of the Company shall inure to the benefit of the holder permitted successors and assigns of the Holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder Holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder Holder hereof in respect of any rights (including, without limitation, any right to registration of the sharesshares of Common Stock) to which the holder Holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder Holder hereof to make any such request shall not affect the continuing obligation of the Company to the holder Holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued under Section 3(a), this This Warrant shall be binding upon any corporation that issues securities in exchange for securities of succeeding the class issuable upon exercise of this Warrant in connection with any merger, consolidation Company by merger or acquisition of all or substantially all of the Company's assetsconsolidation, and all of the obligations of the Company relating to the Shares issuable upon the exercise or conversion of this Warrant shall be as set forth in the Company's Charter and the Company's by-laws (each as amended from time to time) and shall survive the exercise, conversion exercise and termination of this Warrant and all of the covenants and agreements herein and in such other documents and instruments of the Company shall inure to the benefit of the successors and assigns of the holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the sharesConversion Shares) to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder hereof to make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until Subject to the issuance provisions of any new Warrant required to be issued under Section 3(a)---------------------------- 8.2, this Warrant shall be binding upon any corporation that issues securities in exchange for securities of succeeding the class issuable upon exercise of this Warrant in connection with any merger, consolidation Company by merger or acquisition of all or substantially all of the Company's assetsconsolidation, and all of the obligations of the Company relating to the Warrant Shares issuable upon the exercise or conversion of this Warrant shall be as set forth in the Conversion Agreement, the Company's Charter and the Company's by- laws (each as amended from time to time) and shall survive the exercise, conversion exercise and termination of this Warrant and all of the covenants and agreements herein and in such other documents and instruments of the Company shall inure to the benefit of the successors and assigns of the holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the sharesWarrant Shares) to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder hereof to -------- make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance of any new Warrant warrant required to be issued under Section 3(aSECTION 3(A), this Warrant shall be binding upon any corporation that issues securities in exchange for securities of the class issuable upon exercise of this Warrant in connection with any merger, consolidation or acquisition of all or substantially all of the Company's assets, and all of the obligations of the Company relating to the Shares issuable upon the exercise or conversion of this Warrant shall survive the exercise, conversion and termination of this Warrant and all of the covenants and agreements of the Company shall inure to the benefit of the successors and assigns of the holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expensehereof, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the shares) to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder hereof to make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance The terms and provisions of any new Warrant required to be issued under Section 3(a), this ---------------------------- Warrant shall be binding upon any corporation that issues securities in exchange for securities of the class issuable upon exercise of this Warrant in connection with any merger, consolidation or acquisition of all or substantially all of Company and the Company's assets, Investor and all their respective successors and assigns. All of the obligations of the Company parties relating to the Shares Common Stock issuable upon the exercise or conversion of this Warrant shall survive the exercise, conversion exercise and termination of this Warrant and all of the covenants and agreements of the Company each party relating thereto shall inure to the benefit of the holder hereofsuccessors and assigns of the other. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the sharesshares of Registrable Securities) to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder hereof to make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued under Section 3(a), this This Warrant shall be binding upon any corporation that issues securities in exchange for securities of entity succeeding the class issuable upon exercise of this Warrant in connection with any Company by merger, consolidation or acquisition of all or substantially all of the Company's assets, and all of the obligations of the Company relating to the Warrant Shares issuable upon the exercise or conversion of this Warrant shall survive the exercise, conversion exercise and termination of this Warrant and all of the covenants and agreements of the Company shall inure to the benefit of the successors and permitted assigns of the holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof hereof, but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof Holder in respect of any rights (including, without limitation, any right to registration of the sharesWarrant Shares) to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrantwarrant; provided, that the failure of the holder hereof Holder to make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued under Section 3(a), this This Warrant shall be binding upon any corporation that issues securities in exchange for securities of succeeding the class issuable upon exercise of this Warrant in connection with any Company by merger, consolidation or acquisition of all or substantially all of the Company's ’s assets, and all of the obligations of the Company relating to the Shares Preferred Stock issuable upon the exercise or conversion of this Warrant (or Common Stock to be issued upon the conversion of such Preferred Stock) shall survive the exercise, conversion exercise and termination of this Warrant and all of the covenants and agreements of the Company shall inure to the benefit of the successors and assigns of the holder hereof. All covenants and agreements contained herein by or on behalf of any of the parties hereto shall bind and inure to the benefit of the respective successors and assigns of the parties hereto whether so expressed or not. In addition, whether or not any express assignment has been made, the provisions hereof which are for the benefit of Warrantholders or holders of Registrable Securities are also for the benefit of, and enforceable by, any subsequent holder of Registrable Securities. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's ’s expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the sharesShares which rights are agreed to by the Company) to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, provided that the failure of the holder hereof to make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued under Section 3(a), this This Warrant shall be binding upon ---------------------------- any corporation that issues securities in exchange for securities of succeeding the class issuable upon exercise of this Warrant in connection with any Company by merger, consolidation or acquisition of all or substantially all of the Company's assets, and all of the obligations of the Company relating to the Shares Common Stock issuable upon the exercise or conversion of this Warrant shall survive the exercise, conversion exercise and termination of this Warrant and all of the covenants and agreements of the Company shall inure to the benefit of the successors and assigns of the holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the sharesshares of Registrable Securities) to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder hereof to make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued under Section 3(a), this This Warrant shall be binding upon any ---------------------------- corporation that issues securities in exchange for securities of succeeding the class issuable upon exercise of this Warrant in connection with any merger, consolidation Company by merger or acquisition of all or substantially all of the Company's assetsconsolidation, and all of the obligations of the Company relating to the Shares issuable upon the exercise or conversion of this Warrant shall be as set forth in the Company's Certificate of Incorporation and the Company's by-laws (each as amended from time to time) and shall survive the exercise, conversion exercise and termination of this Warrant and all of the covenants and agreements herein and in such other documents and instruments of the Company shall inure to the benefit of the successors and assigns of the holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the shares) to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder hereof to make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance of any new Warrant warrant required to be issued under Section 3(aSECTION 3(A), this Warrant shall be binding upon any corporation that issues securities in exchange for securities of the class issuable upon exercise of this Warrant in connection with any merger, consolidation or acquisition of all or substantially all of the Company's assets, and all of the obligations of the Company relating to the Shares issuable upon the exercise or conversion of this Warrant shall survive the exercise, conversion and termination of this Warrant and all of the covenants and agreements of the Company shall inure to the benefit of the successors and assigns of the holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the shares) to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder hereof to make any such request shall not affect the continuing obligation of the Company to the holder hereof in respect of such rights.

Binding Effect on Successors. Until the issuance of any new Warrant required to be issued under Section 3(a), this This Warrant shall be binding upon ---------------------------- any corporation that issues securities in exchange for securities of succeeding the class issuable upon exercise of this Warrant in connection with any Company by merger, consolidation or acquisition of all or substantially all of the Company's assets, and all of the obligations of the Company relating to the Shares Series Preferred issuable upon the exercise or conversion of this Warrant shall survive the exercise, conversion and termination of this Warrant and all of the covenants and agreements of the Company shall inure to the benefit of the successors and assigns of the holder hereof. The Company will, at the time of the exercise or conversion of this Warrant, in whole or in part, upon request of the holder hereof but at the Company's expense, acknowledge in writing its continuing obligation to the holder hereof in respect of any rights (including, without limitation, any right to registration of the sharesShares) to which the holder hereof shall continue to be entitled after such exercise or conversion in accordance with this Warrant; provided, that the failure of the holder hereof to make any such request shall -------- not affect the continuing obligation of the Company to the holder hereof in respect of such rights.