Common use of Fractional Shares; Adjustments Clause in Contracts

Fractional Shares; Adjustments. (a) No certificates for fractional FindWhat Common Shares shall be issued as a result of the conversion provided for in Section 2.1 and such fractional share interests will not entitle the owner thereof to vote or have any rights of a holder of FindWhat Common Shares. (b) In lieu of any such fractional FindWhat Common Shares, the holder of a certificate or certificates (the "Certificates") that immediately prior to the Effective Time represented outstanding shares of Miva Capital Stock (each, a "Miva Stockholder") whose shares were converted into the right to receive the Merger Consideration pursuant to Section 2.1(a), upon presentation of such fractional interest represented by an appropriate Certificate for Miva Capital Stock to the Exchange Agent pursuant to Section 2.3, shall be entitled to receive a cash payment therefor in an amount equal to the value of such fractional interest. Such payment with respect to fractional shares is intended to avoid the expense and inconvenience of issuing fractional shares and to provide a mechanical rounding off of, and is not a separately bargained for, consideration. If more than one Certificate shall be surrendered for the account of the same holder, the number of shares of Miva Capital Stock for which Certificates have been surrendered shall be appropriately adjusted to provide to the Miva Stockholders the same economic effect as contemplated by this Agreement. The fractional share interests of each Miva Stockholder will be aggregated, and no Miva Stockholder will receive cash in an amount greater than the value of one full FindWhat Common Share for such fractional share interest.

Fractional Shares; Adjustments. (a) No certificates for fractional FindWhat Common Shares shall be issued as a result of the conversion provided for in Section 2.1 2.1(a) and such fractional share interests will shall not entitle the owner thereof to vote or have any rights of a holder of FindWhat Common Shares. (b) In lieu of any such fractional FindWhat Common Shares, the holder of a certificate or certificates (the "CertificatesCERTIFICATES") that immediately prior to the Effective Time represented outstanding shares of Miva Comet Capital Stock (each, a "Miva Stockholder") whose shares were converted into the right to receive the Merger Consideration pursuant to Section 2.1(a), upon presentation of such fractional interest represented by an appropriate Certificate holder's certificate(s) for Miva Comet Capital Stock to the Exchange Agent (as defined in Section 2.3(a)) pursuant to Section 2.3, shall be entitled to receive a cash payment therefor in an amount equal to the value (based upon the FindWhat Average Price) of such fractional interest. Such payment with respect to fractional shares is intended to avoid the expense and inconvenience of issuing fractional shares and to provide a mechanical rounding off of, and is not a separately bargained for, consideration. If more than one Certificate shall be surrendered for the account of the same holder, the number of shares of Miva Comet Capital Stock for which Certificates have been surrendered shall be appropriately adjusted to provide to the Miva Stockholders holders of shares of Comet Capital Stock the same economic effect as contemplated by this Agreement. The fractional share interests of each Miva Comet Stockholder will be aggregated, and no Miva Comet Stockholder will receive cash in an amount greater than the value of one full FindWhat Common Share for such fractional share interest.

Fractional Shares; Adjustments. (a) No certificates for fractional FindWhat SYS Common Shares shall be issued as a result of the conversion provided for in Section 2.1 2.1, and such fractional share interests will not entitle the owner thereof to vote or have any rights of a holder of FindWhat SYS Common Shares. (b) In lieu of any such fractional FindWhat SYS Common Shares, the holder of a certificate or certificates (the "Certificates") that immediately prior to the Effective Time represented outstanding shares of Miva Polexis Capital Stock (each, a "Miva Polexis Stockholder") whose shares were converted into the right to receive the Merger Consideration pursuant to Section 2.1(a), upon presentation of such fractional interest represented by an appropriate Certificate for Miva Polexis Capital Stock to the Exchange Agent SYS pursuant to Section 2.32.4, shall be entitled to receive a cash payment therefor therefore, in an amount equal to the value of such fractional interest, with an SYS Common Share being valued for this purpose as described in Section 2.1. Such payment with respect to fractional shares is intended to avoid the expense and inconvenience of issuing fractional shares and to provide a mechanical rounding off of, and is not a separately bargained for, consideration. If more than one Certificate shall be surrendered for the account of the same holder, the number of shares of Miva Polexis Capital Stock for which Certificates have been surrendered shall be appropriately adjusted to provide to the Miva Polexis Stockholders the same economic effect as contemplated by this Agreement. The fractional share interests of each Miva Polexis Stockholder will be aggregated, and no Miva Polexis Stockholder will receive cash in an amount greater than the value of one full FindWhat SYS Common Share for such fractional share interest.

Fractional Shares; Adjustments. (a) No certificates for fractional FindWhat Patriot Common Shares shall be issued as a result of the conversion provided for in Section 2.1 2.1, and such fractional share interests will not entitle the owner thereof to vote or have any rights of a holder of FindWhat Patriot Common Shares. (b) In lieu of any such fractional FindWhat Patriot Common Shares, the holder of a certificate or certificates (the "“Certificates"”) that immediately prior to the Effective Time represented outstanding shares of Miva Crossflo Capital Stock (each, a "Miva “Crossflo Stockholder"”) whose shares were converted into the right to receive the Merger Consideration pursuant to Section 2.1(a)2.1, upon presentation of such fractional interest represented by an appropriate Certificate for Miva Crossflo Capital Stock to the Exchange Agent pursuant to this Section 2.3, shall be entitled to receive a cash payment therefor in an amount equal to the value of such fractional interest. Such payment with respect to fractional shares is intended to avoid the expense and inconvenience of issuing fractional shares and to provide a mechanical rounding off of, and is not a separately bargained for, consideration. If more than one Certificate shall be surrendered for the account of the same holder, the number of shares of Miva Crossflo Capital Stock for which Certificates have been surrendered shall be appropriately adjusted to provide to the Miva Crossflo Stockholders the same economic effect as contemplated by this Agreement. The fractional share interests of each Miva Crossflo Stockholder will be aggregated, and no Miva Crossflo Stockholder will receive cash in an amount greater than the value of one full FindWhat Patriot Common Share for such fractional share interest.

Fractional Shares; Adjustments. (a) 2.3.1 No certificates for fractional FindWhat SYS Common Shares shall be issued as a result of the conversion provided for in Section 2.1 2.1, and such fractional share interests will not entitle the owner thereof to vote or have any rights of a holder of FindWhat SYS Common Shares. (b) 2.3.2 In lieu of any such fractional FindWhat SYS Common Shares, the holder of a certificate or certificates (the "Certificates") that immediately prior to the Effective Time represented outstanding shares of Miva Antin Capital Stock (each, a "Miva Stockholder") whose shares were converted into the right to receive the Merger Consideration pursuant to Section 2.1(a)2.1, upon presentation of such fractional interest represented by an appropriate Certificate for Miva Antin Capital Stock to the Exchange Agent pursuant to Section 2.3SYS, shall be entitled to receive a cash payment therefor therefore, in an amount equal to the value of such fractional interest, with an SYS Common Share being valued for this purpose as described in Section 2.1. Such payment with respect to fractional shares is intended to avoid the expense and inconvenience of issuing fractional shares and to provide a mechanical rounding off of, and is not a separately bargained for, consideration. If more than one Certificate shall be surrendered for the account of the same holder, the number of shares of Miva Antin Capital Stock for which Certificates have been surrendered shall be appropriately adjusted to provide to the Miva Stockholders the same economic effect as contemplated by this Agreement. The fractional share interests of each Miva Stockholder will be aggregated, and no Miva Stockholder will receive cash in an amount greater than the value of one full FindWhat SYS Common Share for such fractional share interest.

Fractional Shares; Adjustments. (a) 2.4.1 No certificates for fractional FindWhat SYS Common Shares shall be issued as a result of the conversion provided for in Section 2.1 2.1, and such fractional share interests will not entitle the owner thereof to vote or have any rights of a holder of FindWhat SYS Common Shares. (b) 2.4.2 In lieu of any such fractional FindWhat SYS Common Shares, the holder of a certificate or certificates (the "“Certificates"”) that immediately prior to the Effective Time represented outstanding shares of Miva Logic Capital Stock (each, a "Miva Stockholder") whose shares were converted into the right to receive the Merger Consideration pursuant to Section 2.1(a)2.1, upon presentation of such fractional interest represented by an appropriate Certificate for Miva Logic Capital Stock to the Exchange Agent pursuant to Section 2.3SYS, shall be entitled to receive a cash payment therefor therefore, in an amount equal to the value of such fractional interest, with an SYS Common Share being valued for this purpose as described in Section 2.1. Such payment with respect to fractional shares is intended to avoid the expense and inconvenience of issuing fractional shares and to provide a mechanical rounding off of, and is not a separately bargained for, consideration. If more than one Certificate shall be surrendered for the account of the same holder, the number of shares of Miva Logic Capital Stock for which Certificates have been surrendered shall be appropriately adjusted to provide to the Miva Stockholders the same economic effect as contemplated by this Agreement. The fractional share interests of each Miva Stockholder will be aggregated, and no Miva Stockholder will receive cash in an amount greater than the value of one full FindWhat SYS Common Share for such fractional share interest.