Common use of Consolidation, Merger, Share Exchange, etc Clause in Contracts

Consolidation, Merger, Share Exchange, etc. In case a consolidation, merger or share exchange of the Company shall be effected with another Person after the date hereof and the Company shall not be the surviving entity, or the Company shall be the surviving entity but its Common Stock shall be changed into securities or other property of another Person, or the sale, lease or transfer of all or a substantial part of its assets to another Person shall be effected after the date hereof, then, as a condition of such consolidation, merger, share exchange, sale, lease or transfer, lawful and adequate provision shall be made whereby each Holder shall thereafter have the right to purchase and receive, upon the exercise of its Warrants, on the basis and the terms and conditions specified herein (and in lieu of each Stock Unit immediately theretofore purchasable and receivable upon the exercise of the Warrants), such shares of stock, securities, cash or other property receivable upon such consolidation, merger, share exchange, sale, lease or transfer as such Holder would have been entitled to receive if its Warrants had been exercised immediately prior to such event. In any such case, appropriate and equitable provision also shall be made with respect to the rights and interests of each Holder to the end that the provisions hereof (including Section 6 hereof) shall thereafter be applicable, as nearly as may be, in relation to any shares of stock, securities, cash or other property thereafter deliverable upon the exercise of any Warrants. The Company shall not effect any such consolidation, merger, share exchange, sale, lease or transfer unless prior to or simultaneously with the consummation thereof the successor Person (if other than the Company) resulting from such consolidation, merger or share exchange or the Person purchasing, leasing or otherwise acquiring such assets shall assume, by written instrument, the obligation to deliver to such Holder such shares of stock, securities, cash or other property as, in accordance with the foregoing provisions, such Holder may be entitled to upon the exercise of its Warrants. The above provisions of this Section 7.01 shall similarly apply to successive consolidations, mergers, share exchanges, sales, leases or transfers.

Consolidation, Merger, Share Exchange, etc. In case a consolidation, merger or share exchange of the Company shall be effected with another Person after the date hereof and the Company shall not be the surviving entity, or the Company shall be the surviving entity but its Common Stock shall be changed into securities or other property of another Person, or the sale, lease or transfer of all or a substantial part of its assets to another Person shall be effected after the date hereof, then, as a condition of such consolidation, merger, share WARRANT AGREEMENT exchange, sale, lease or transfer, lawful and adequate provision shall be made whereby each Holder shall thereafter have the right to purchase and receive, upon the exercise of its Warrants, on the basis and the terms and conditions specified herein (and in lieu of each Stock Unit immediately theretofore purchasable and receivable upon the exercise of the Warrants), such shares of stock, securities, cash or other property receivable upon such consolidation, merger, share exchange, sale, lease or transfer as such Holder would have been entitled to receive if its Warrants had been exercised immediately prior to such event. In any such case, appropriate and equitable provision also shall be made with respect to the rights and interests of each Holder to the end that the provisions hereof (including Section SECTION 6 hereof) shall thereafter be applicable, as nearly as may be, in relation to any shares of stock, securities, cash or other property thereafter deliverable upon the exercise of any Warrants. The Company shall not effect any such consolidation, merger, share exchange, sale, lease or transfer unless prior to or simultaneously with the consummation thereof the successor Person (if other than the Company) resulting from such consolidation, merger or share exchange or the Person purchasing, leasing or otherwise acquiring such assets shall assume, by written instrument, the obligation to deliver to such Holder such shares of stock, securities, cash or other property as, in accordance with the foregoing provisions, such Holder may be entitled to upon the exercise of its Warrants. The above provisions of this Section SECTION 7.01 shall similarly apply to successive consolidations, mergers, share exchanges, sales, leases or transfers.

Consolidation, Merger, Share Exchange, etc. In case a consolidation, merger or share exchange of the Company shall be effected with another Person after the date hereof and the Company shall not be the surviving entity, or the Company shall be the surviving entity but its Common Stock shall be changed into securities or other property of another Person, or the sale, lease or transfer of all or a substantial part substantially all of its assets to another Person shall be effected after the date hereof, or the Company effects a recapitalization, then, as a condition of such consolidation, merger, share exchange, sale, lease lease, recapitalization or transfer, lawful and adequate provision shall be made whereby each Holder shall thereafter have the right to purchase and receive, upon the exercise of its Warrants, on the basis and the terms and conditions specified herein (and in lieu of each Stock Unit immediately theretofore purchasable and receivable upon the exercise of the Warrants), such shares the highest amount of stockcash, securities, cash securities or other property receivable to which such Holder would actually have been entitled as a Stockholder upon such consummation if such Holder had exercised its Warrants immediately prior to such event (taking into account the availability of any election available to Stockholders in connection with such consolidation, merger, share exchange, sale, lease lease, recapitalization or transfer as such Holder would have been entitled transfer), subject to receive if its Warrants had been exercised immediately prior adjustments (subsequent to such event. In any such case, appropriate and equitable provision also shall be made with respect consummation) as nearly equivalent as possible to the rights adjustments provided for in SECTION 8 and interests of each Holder to the end that the provisions hereof (including Section 6 hereof) shall thereafter be applicable, as nearly as may be, in relation to any shares of stock, securities, cash or other property thereafter deliverable upon the exercise of any Warrantsthis SECTION 9.01. The Company shall not effect any such consolidation, merger, share exchange, sale, lease or transfer unless prior to or simultaneously with the consummation thereof the successor Person (if other than the Company) resulting from such consolidation, merger or share exchange or the Person purchasing, leasing or otherwise acquiring such assets shall assume, by written instrument, the obligation to deliver to such Holder Holder, upon the exercise of its Warrants, such shares of stock, securities, cash or other property as, in accordance with the foregoing provisions, such Holder may be entitled to upon the exercise of its Warrants. The above provisions of this Section 7.01 SECTION 9.01 shall similarly apply to successive consolidations, mergers, share exchanges, sales, leases leases, recapitalizations or transfers.

Consolidation, Merger, Share Exchange, etc. In case a consolidation, merger or share exchange of the Company shall be effected with another Person after the date hereof and the Company shall not be the surviving entity, or the Company shall be the surviving entity but its Common Stock shall be changed into securities or other property of another Person, or the sale, lease or transfer of all or a substantial part of its assets to another Person shall be effected after the date hereof, then, as a condition of such consolidation, merger, share exchange, sale, lease or transfer, lawful and adequate provision shall be made whereby each Holder shall 29 -25- thereafter have the right to purchase and receive, upon the exercise of its Warrants, on the basis and the terms and conditions specified herein (and in lieu of each Stock Unit immediately theretofore purchasable and receivable upon the exercise of the Warrants), such shares the highest amount of stockcash, securities, cash securities or other property receivable to which such Holder would actually have been entitled as a Stockholder upon such consummation if such Holder had exercised its Warrants immediately prior to such event (taking into account the availability of any election available to Stockholders in connection with such consolidation, merger, share exchange, sale, lease or transfer as such Holder would have been entitled transfer), subject to receive if its Warrants had been exercised immediately prior adjustments (subsequent to such event. In any such case, appropriate and equitable provision also shall be made with respect consummation) as nearly equivalent as possible to the rights adjustments provided for in Section 8 and interests of each Holder to the end that the provisions hereof (including this Section 6 hereof) shall thereafter be applicable, as nearly as may be, in relation to any shares of stock, securities, cash or other property thereafter deliverable upon the exercise of any Warrants9.01. The Company shall not effect any such consolidation, merger, share exchange, sale, lease or transfer unless prior to or simultaneously with the consummation thereof the successor Person (if other than the Company) resulting from such consolidation, merger or share exchange or the Person purchasing, leasing or otherwise acquiring such assets shall assume, by written instrument, the obligation to deliver to such Holder such shares of stock, securities, cash or other property as, in accordance with the foregoing provisions, such Holder may be entitled to upon the exercise of its Warrants. The above provisions of this Section 7.01 9.01 shall similarly apply to successive consolidations, mergers, share exchanges, sales, leases or transfers.