Common use of Notice of Record Date Clause in Contracts

Notice of Record Date. In case: (i) the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right; (ii) of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporation; or (iii) of any voluntary dissolution, liquidation or winding-up of the Company; then, and in each such case, the Company will mail or cause to be mailed to the Holder hereof at the time outstanding a notice specifying, as the case may be, (i) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which such reorganization, reclassification, consolidation, merger, conveyance, dissolution, liquidation or winding-up is to take place, and the time, if any, is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution or winding-up. Such notice shall be mailed at least thirty (30) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transaction.

Notice of Record Date. In casethe event: (i1) that the Company shall take declares a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securitiesdistribution) on any of its capital stock (including without limitation, or to receive any other rightits Common Stock); (ii2) that the Company repurchases or redeems any of its capital stock (including without limitation, its Common Stock) or any rights to acquire such capital stock; (3) that the Company subdivides or combines its outstanding shares of Common Stock; (4) of any capital reorganization of the Company, any reclassification of the capital stock Common Stock, or of the Companyany consolidation, any consolidation with merger or merger share exchange of the Company into or with another corporationentity, or any conveyance of the sale of all or substantially all of the assets of the Company to another corporation; orCompany; (iii5) of any the involuntary or voluntary dissolution, liquidation or winding-winding up of the Company; then, and or (6) of any offer of its Common Stock or any rights to acquire such Common Stock for consideration paid per share of Common Stock less than the Warrant Price then in each such case, effect. then the Company will mail or cause to be mailed shall notify the Holder at least 30 days prior to the Holder hereof at the time outstanding a notice specifying, as the case may bedate specified in (A), (iB) or (C) below, in writing stating: (A) the record date on which a record is to be taken for the purpose of such dividend, distribution distribution, repurchase, redemption, subdivision or rightcombination, and stating or, if a record is not to be taken, the amount and character date as to which the holders of Common Stock of record to be entitled to such dividend, distribution distribution, repurchase, redemption, subdivision or right, or combination are to be determined; (iiB) the date on which such reorganization, reclassification, consolidation, merger, conveyanceshare exchange, sale, dissolution, liquidation or winding-winding up is expected to take placebecome effective, and the time, if any, is to be fixed, date as of which the it is expected that holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) record shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyancesale, dissolution or winding-winding up. Such notice shall be mailed at least thirty ; or (30C) days prior the date on which such offering of its Common Stock or any rights to acquire such Common Stock for consideration paid per share of Common Stock less than the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior Warrant Price is expected to such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transactionbecome consummated.

Notice of Record Date. In case: (i) the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right; (ii) of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporation; or (iii) of any voluntary dissolution, liquidation or winding-up of the Company; then, and in each such case, the Company will mail or cause to be mailed to the Holder hereof at the time outstanding a notice specifying, as the case may be, (i) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which such reorganization, reclassification, consolidation, merger, conveyance, dissolution, liquidation or winding-up is to take place, and the time, if any, is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution or winding-up. Such notice shall be mailed at least thirty twenty (3020) calendar days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty twenty (3020) days prior to such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transaction.

Notice of Record Date. In casethe event: (ia) the Company Corporation shall take a record of the holders of its Common Stock (or other capital stock or securities at the time receivable issuable upon conversion of the exercise of this WarrantPreferred Stock) for the purpose of entitling or enabling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or to receive any right to subscribe for or purchase any shares of capital stock of any class or any other securities, or to receive any other right;security; or (iib) of any capital reorganization of the CompanyCorporation, any reclassification of the capital stock Common Stock of the Company, any consolidation with or merger of the Company into another corporationCorporation, or any conveyance of all or substantially all of the assets of the Company to another corporationDeemed Liquidation Event; or (iiic) of any the voluntary or involuntary dissolution, liquidation or winding-up of the Company; Corporation, then, and in each such case, the Company Corporation will mail send or cause to be mailed sent to the Holder hereof at the time outstanding holders of Preferred Stock a notice specifying, as the case may be, (i) the record date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the effective date on which such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution, liquidation or winding-up is proposed to take place, and the time, if any, any is to be fixed, as of which the holders of record of Common Stock (or such other capital stock or securities at the time receivable issuable upon the exercise conversion of this WarrantPreferred Stock) shall be entitled to exchange their shares of Common Stock (or such other capital stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution dissolution, liquidation or winding-up, and the amount per share and character of such exchange applicable to the Preferred Stock and the Common Stock. Such notice shall be mailed sent at least thirty (30) 10 days prior to the record date therein specified, or if no record effective date shall have been for the event specified therein, at least thirty (30) days prior to in such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transactionnotice.

Notice of Record Date. In case: (i) the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right; (ii) of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporation; or (iii) of any voluntary dissolution, liquidation or winding-up of the Company; then, and in each such case, the Company will mail or cause to be mailed to the Holder hereof at the time outstanding a notice specifying, as the case may be, (i) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which such reorganization, reclassification, consolidation, merger, conveyance, dissolution, liquidation or winding-up is to take place, and the time, if any, is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution or winding-up. Such notice shall be mailed at least thirty (30) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transaction.

Notice of Record Date. In case: (i) the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right; (ii) of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger of the Company into another corporationPerson, or any conveyance of all or substantially all of the assets of the Company to another corporationPerson; or (iii) of any voluntary dissolution, liquidation or winding-up of the Company; then, and in each such case, the Company will mail or cause to be mailed to the Holder hereof at the time outstanding a notice specifying, as the case may be, (i) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which such reorganization, reclassification, consolidation, merger, conveyance, dissolution, liquidation or winding-up is to take place, and the time, if any, any is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution dissolution, liquidation or winding-up. Such notice shall be mailed at least thirty twenty (3020) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty twenty (3020) days prior to the date of such specified dateaction, provided, however, failure to provide any such notice shall not affect the validity of such transaction.

Notice of Record Date. In caseIf: (i) the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable issuable upon conversion of the exercise of this Warrant) Note), for the purpose of entitling or enabling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or to receive any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right;; or (ii) of any capital reorganization of the Company, any reclassification of the capital stock Common Stock of the Company, any consolidation with or merger of the Company with or into another corporationcorporation (other than a consolidation or merger in which the Company is the surviving entity and its Common Stock is not converted into or exchanged for any other securities or property), or any conveyance transfer of all or substantially all of the assets of the Company to another corporationCompany; or (iii) of any the voluntary or involuntary dissolution, liquidation or winding-up of the Company; , then, and in each such case, the Company will mail send or cause to be mailed sent to the Holder hereof at holders of the time outstanding Note a notice specifying, as the case may be, (ia) the record date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (iib) the effective date on which such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution, liquidation or winding-up is to take place, and the time, if any, any is to be fixed, as of which the holders of record of Common Stock (or such other stock or securities at the time receivable issuable upon the exercise conversion of this Warrantthe Note) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution dissolution, liquidation or winding-up, and the amount per share and character of such exchange applicable to the Series C Preferred Stock, the Notes and the Common Stock. Such notice shall be mailed sent at least thirty ten (3010) days prior to the record date therein specified, or if no record effective date shall have been for the event specified therein, at least thirty (30) days prior to in such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transactionnotice.

Notice of Record Date. In case: (i) the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right; (ii) of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporation; or (iii) of any voluntary dissolution, liquidation or winding-up of the Company; then, and in each such case, the Company will mail or cause to be mailed to the Holder hereof at the time outstanding a notice specifying, as the case may be, (i) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which such reorganization, reclassification, consolidation, merger, conveyance, dissolution, liquidation or winding-up is to take place, and the time, if any, is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution or winding-up. Such notice shall be mailed at least thirty ten (3010) calendar days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty ten (3010) days prior to such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transaction.

Notice of Record Date. In casethe event: (i1) that the Company shall take declares a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securitiesdistribution) on any of its capital stock (including without limitation, or to receive any other rightits Common Stock); (ii2) that the Company repurchases or redeems any of its capital stock (including without limitation, its Common Stock) or any rights to acquire such capital stock; (3) that the Company subdivides or combines its outstanding shares of Common Stock; (4) of any capital reorganization of the Company, any reclassification of the capital stock Common Stock, or of the Companyany consolidation, any consolidation with merger or merger share exchange of the Company into or with another corporationentity, or any conveyance of the sale of all or substantially all of the assets of the Company to another corporation; orCompany; (iii5) of any the involuntary or voluntary dissolution, liquidation or winding-winding up of the Company; then, and or (6) of any offer of its Common Stock or any rights to acquire such Common Stock for consideration paid per share of Common Stock less than the Exercise Price then in each such case, effect. then the Company will mail or cause to be mailed shall notify the Holder at least 30 days prior to the Holder hereof at the time outstanding a notice specifying, as the case may bedate specified in (A), (iB) or (C) below, in writing stating: (A) the record date on which a record is to be taken for the purpose of such dividend, distribution distribution, repurchase, redemption, subdivision or rightcombination, and stating or, if a record is not to be taken, the amount and character date as to which the holders of Common Stock of record to be entitled to such dividend, distribution distribution, repurchase, redemption, subdivision or right, or combination are to be determined; (iiB) the date on which such reorganization, reclassification, consolidation, merger, conveyanceshare exchange, sale, dissolution, liquidation or winding-winding up is expected to take placebecome effective, and the time, if any, is to be fixed, date as of which the it is expected that holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) record shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyancesale, dissolution or winding-winding up. Such notice shall be mailed at least thirty ; or (30C) days prior the date on which such offering of its Common Stock or any rights to acquire such Common Stock for consideration paid per share of Common Stock less than the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior Exercise Price is expected to such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transactionbecome consummated.

Notice of Record Date. In case: (i) 4.9.1. the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right; (ii) 4.9.2. of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger of the Company into another corporationPerson, or any conveyance of all or substantially all of the assets of the Company to another corporationPerson; or (iii) 4.9.3. of any voluntary dissolution, liquidation or winding-up of the Company; then, and in each such case, the Company Warrant Agent will mail or cause to be mailed to the Holder each Warrant holder hereof at the time outstanding a notice specifying, as the case may be, (i) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which such reorganization, reclassification, consolidation, merger, conveyance, dissolution, liquidation or winding-up is to take place, and the time, if any, any is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution dissolution, liquidation or winding-up. Such notice shall be mailed at least thirty twenty (3020) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty twenty (3020) days prior to the date of such specified dateaction, provided, however, failure to provide any such notice shall not affect the validity of such transaction.

Notice of Record Date. In casethe event: (i) the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling or enabling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or to receive any right to subscribe for or purchase any shares of capital stock of any class or any other securities, or to receive any other right;security; or (ii) of any capital reorganization of the Company, any reclassification of the capital stock Common Stock of the Company, or any consolidation with or merger liquidation of the Company into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporationCompany; or (iii) of any the voluntary or involuntary dissolution, liquidation or winding-up of the Company; , then, and in each such case, the Company will mail send or cause to be mailed sent to the Holder hereof at the time outstanding Warrantholder a notice specifying, as the case may be, (i) the record date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the effective date on which such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution, liquidation or winding-up is proposed to take place, and the time, if any, any is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) shall be entitled to exchange their shares of Common Stock (or such other capital stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution dissolution, liquidation or winding-up, and the amount per share and character of such exchange applicable to the Common Stock. Such notice shall be mailed sent at least thirty (30) 20 days prior to the record date therein specifiedor effective date for the event specified in such notice. Any notice required by the provisions hereof to be given to the Warrantholder shall be deemed sent to the Warrantholder if deposited in the United States mail, postage prepaid, and addressed to the Warrantholder at his, her or if no record date shall have been specified therein, at least thirty (30) days prior to such specified date, provided, however, failure to provide any such notice shall not affect its address appearing on the validity books of such transactionthe Company.

Notice of Record Date. In casethe event: (ia) the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable issuable upon conversion of the exercise of this WarrantSeries A Preferred Stock) for the purpose of entitling or enabling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or to receive any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right;; or (iib) of any capital reorganization of the Company, any reclassification of the capital stock Common Stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporationDeemed Liquidation Event; or (iiic) of any the voluntary or involuntary dissolution, liquidation or winding-up of the Company; , then, and in each such case, the Company will mail send or cause to be mailed sent to the Holder hereof at holders of the time outstanding Series A Preferred Stock a notice specifying, as the case may be, (i) the record date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the effective date on which such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution, liquidation or winding-up is proposed to take place, and the time, if any, any is to be fixed, as of which the holders of record of Common Stock (or such other stock or securities at the time receivable issuable upon the exercise conversion of this Warrantthe Series A Preferred Stock) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution dissolution, liquidation or winding-up, and the amount per share and character of such exchange applicable to the Series A Preferred Stock and the Common Stock. Such notice shall be mailed sent at least thirty (30) 10 days prior to the record date therein specified, or if no record effective date for the event specified in such notice. Any notice required by the provisions hereof to be given to a holder of shares of Preferred Stock shall have been specified therein, at least thirty (30) days prior be deemed sent to such specified dateholder if deposited in the United States mail, providedpostage prepaid, howeverand addressed to such holder at his, failure to provide any such notice shall not affect her or its address appearing on the validity books of such transactionthe Company.

Notice of Record Date. In casethe event: (i) the Company Corporation shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable issuable upon conversion of the exercise of this WarrantSeries A Preferred Stock) for the purpose of entitling or enabling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or to receive any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right;; or (ii) of any capital reorganization of the CompanyCorporation, any reclassification of the capital stock Common Stock of the CompanyCorporation, any consolidation with or merger of the Company Corporation with or into another corporationcorporation (other than a consolidation or merger in which the Corporation is the surviving entity and its Common Stock is not converted into or exchanged for any other securities or property), or any conveyance transfer of all or substantially all of the assets of the Company to another corporationCorporation; or (iii) of any the voluntary or involuntary dissolution, liquidation or winding-up of the Company; Corporation, then, and in each such case, the Company Corporation will mail send or cause to be mailed sent to the Holder hereof at holders of the time outstanding Series A Preferred Stock a notice specifying, as the case may be, (i) the record date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the effective date on which such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution, liquidation or winding-up is to take place, and the time, if any, any is to be fixed, as of which the holders of record of Common Stock (or such other stock or securities at the time receivable issuable upon the exercise conversion of this Warrantthe Series A Preferred Stock) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution dissolution, liquidation or winding-up. Such notice shall be mailed sent at least thirty (30) 10 days prior to the record date therein specified, or if no record effective date shall have been for the event specified therein, at least thirty (30) days prior to in such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transactionnotice.

Notice of Record Date. In case:case of (ia) any taking by the Company shall take of a record of the holders of any class of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them determining the holders thereof who are entitled to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for for, purchase or purchase otherwise acquire any shares of stock of any class or any other securitiessecurities or property, or to receive any other right;, or (iib) of any capital reorganization of the Company, any reclassification or recapitalization of the capital stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance transfer of all or substantially all of the assets of the Company to another corporation; or (iii) or consolidation or merger of the Company with or any voluntary or involuntary dissolution, liquidation or winding-winding up of the Company; then, or (c) events shall have occurred resulting in the voluntary or involuntary dissolution, liquidation or winding up of the Company, then and in each such case, event the Company will mail or cause to be mailed to the Holder hereof at the time outstanding each holder of a Supplemental Warrant a notice specifying, as the case may be, specifying (i) the date on which a any record is to be taken for the purpose of any such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which any such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyance, dissolution, liquidation or winding-winding up is to take place, and the time, if any, any is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this WarrantOther Securities) shall be entitled to exchange their shares of Common Stock (or such other stock or securitiesOther Securities) for securities or other property deliverable upon on such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyancedissolution, dissolution liquidation or winding-winding up, and (iii) the amount and character of any stock or other securities, or rights or options with respect thereto, proposed to be issued or granted, the date of such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant is to be offered or made. Such notice shall be mailed at least thirty (30) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to in such specified date, provided, however, failure to provide notice on which any such notice shall not affect the validity of such transactionaction is to be taken.

Notice of Record Date. In case: (i) a. the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right; (ii) b. of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporation; or (iii) c. of any voluntary dissolution, liquidation or winding-up of the Company; then, and in each such case, the Company will mail or cause to be mailed to the Holder hereof at the time outstanding a notice specifying, as the case may be, (i) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which such reorganization, reclassification, consolidation, merger, conveyance, dissolution, liquidation or winding-up is to take place, and the time, if any, is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution or winding-up. Such notice shall be mailed at least thirty (30) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transaction.

Notice of Record Date. In case: (i) the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right; (ii) of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporation; or (iii) of any voluntary dissolution, liquidation or winding-up of the Company; then, and in each such case, the Company will mail or cause to be mailed to the Holder hereof at the time outstanding a notice specifying, as the case may be, (i) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which such reorganization, reclassification, consolidation, merger, conveyance, dissolution, liquidation or winding-up is to take place, and the time, if any, is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution or winding-up. Such notice shall be mailed at least thirty (30) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to such specified date, providedprovided , however, failure to provide any such notice shall not affect the validity of such transaction.

Notice of Record Date. In case:case of (ia) any taking by the Company shall take of a record of the holders of any class of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them determining the holders thereof who are entitled to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for for, purchase or purchase otherwise acquire any shares of stock of any class or any other securitiessecurities or property, or to receive any other right;, or (iib) of any capital reorganization of the Company, any reclassification or recapitalization of the capital stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance transfer of all or substantially all of the assets of the Company to another corporation; or (iii) or consolidation or merger of the Company with or any voluntary or involuntary dissolution, liquidation or winding-winding up of the Company; then, or (c) events shall have occurred resulting in the voluntary or involuntary dissolution, liquidation or winding up of the Company then and in each such case, event the Company will mail or cause to be mailed to the Holder hereof at the time outstanding each holder of a Warrant a notice specifying, as the case may be, specifying (i) the date on which a any record is to be taken for the purpose of any such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which any such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyance, dissolution, liquidation or winding-winding up is to take place, and the time, if any, any is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon on such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyancedissolution, dissolution liquidation or winding-winding up, and (iii) the amount and character of any stock or other securities, or rights or options with respect thereto, proposed to be issued or granted, the date of such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant is to be offered or made. Such notice shall be mailed at least thirty (30) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to in such specified date, provided, however, failure to provide notice on which any such notice shall not affect the validity of such transactionaction is to be taken.

Notice of Record Date. In casethe event: (ia) the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable issuable upon conversion of the exercise of this WarrantSeries B Preferred Stock) for the purpose of entitling or enabling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or to receive any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right;; or (iib) of any capital reorganization of the Company, any reclassification of the capital stock Common Stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporationDeemed Liquidation Event; or (iiic) of any the voluntary or involuntary dissolution, liquidation or winding-up of the Company; , then, and in each such case, the Company will mail send or cause to be mailed sent to the Holder hereof at holders of the time outstanding Series B Preferred Stock a notice specifying, as the case may be, (i) the record date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the effective date on which such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution, liquidation or winding-up is proposed to take place, and the time, if any, any is to be fixed, as of which the holders of record of Common Stock (or such other stock or securities at the time receivable issuable upon the exercise conversion of this Warrantthe Series B Preferred Stock) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution dissolution, liquidation or winding-up, and the amount per share and character of such exchange applicable to the Series B Preferred Stock and the Common Stock. Such notice shall be mailed sent at least thirty (30) 10 days prior to the record date therein specified, or if no record effective date for the event specified in such notice. Any notice required by the provisions hereof to be given to a holder of shares of Preferred Stock shall have been specified therein, at least thirty (30) days prior be deemed sent to such specified dateholder if deposited in the United States mail, providedpostage prepaid, howeverand addressed to such holder at his, failure to provide any such notice shall not affect her or its address appearing on the validity books of such transactionthe Company.

Notice of Record Date. In casecase of: (ia) any taking by the Company shall take of a record of the holders of any class of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them determining the holders thereof who are entitled to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for for, purchase or purchase otherwise acquire any shares of stock of any class or any other securitiessecurities or property, or to receive any other right;, or (iib) of any capital reorganization of the Company, any reclassification or recapitalization of the capital stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance transfer of all or substantially all of the assets of the Company to another corporation; or (iii) or consolidation or merger of the Company with or any voluntary or involuntary dissolution, liquidation or winding-winding up of the Company; then, or (c) events shall have occurred resulting in the voluntary or involuntary dissolution, liquidation or winding up of the Company, then and in each such case, event the Company will mail or cause to be mailed to the Holder hereof at the time outstanding each holder of a Conditional Warrant a notice specifying, as the case may be, specifying (i) the date on which a any record is to be taken for the purpose of any such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which any such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyance, dissolution, liquidation or winding-winding up is to take place, and the time, if any, any is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this WarrantOther Securities) shall be entitled to exchange their shares of Common Stock (or such other stock or securitiesOther Securities) for securities or other property deliverable upon on such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyancedissolution, dissolution liquidation or winding-winding up, and (iii) the amount and character of any stock or other securities, or rights or options with respect thereto, proposed to be issued or granted, the date of such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant is to be offered or made. Such notice shall be mailed at least thirty (30) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to in such specified date, provided, however, failure to provide notice on which any such notice shall not affect the validity of such transactionaction is to be taken.

Notice of Record Date. In case: (i) 17.1 the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this the Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or of any other securities, securities or to receive any other right;; or (ii) 17.2 of any consolidation nor merger of the Company with or into another corporation, any capital reorganization of or the Company, any reclassification of the capital stock Capital Stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance of all al or substantially all of the assets of the Company to another corporation in which holders of the Company's stock are to receive stock, securities or property of another corporation; or (iii) 17.3 of any voluntary dissolution, liquidation or windingwind-up of the Company, or 17.4 of any redemption or conversion of all outstanding Common Stock; then, and in each such case, the Company will mail or cause to be mailed to the Registered Holder hereof at the time outstanding of this Warrant a notice specifying, as the case may be, (i) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which such reorganization, reclassification, consolidation, merger, conveyance, dissolution, liquidation or liquidation, winding-up up, redemption or conversion is to take place, and the time, if any, any is to be fixed, as of to which the holders of record of Common Stock (or such stock or securities as at the time are receivable upon the exercise of this Warrant) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution dissolution, liquidation or winding-up. Such notice shall be mailed delivered at least thirty (30) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transaction.

Notice of Record Date. In casethe event: (i) the Company Corporation shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable issuable upon conversion of the exercise of this WarrantPreferred Stock) for the purpose of entitling or enabling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or to receive any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right;; or (ii) of any capital reorganization of the CompanyCorporation, any reclassification of the capital stock Common Stock of the CompanyCorporation, any consolidation with or merger of the Company Corporation with or into another corporationcorporation (other than a consolidation or merger in which the Corporation is the surviving entity and its Common Stock is not converted into or exchanged for any other securities or property), or any conveyance transfer of all or substantially all of the assets of the Company to another corporationCorporation; or (iii) of any the voluntary or involuntary dissolution, liquidation or winding-up of the Company; Corporation or any Event, then, and in each such case, the Company Corporation will mail or cause to be mailed to the Holder hereof at holders of the time outstanding Preferred Stock a notice specifying, as the case may be, (i) the record date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the effective date on which such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution, liquidation or liquidation, winding-up or Event is to take place, and the time, if any, any is to be fixed, as of which the holders of record of Common Stock (or such other stock or securities at the time receivable issuable upon the exercise conversion of this Warrantthe Preferred Stock) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution dissolution, liquidation or winding-up. Such notice shall be mailed at least thirty (30) 10 days prior to the record date therein specified, or if no record effective date shall have been for the event specified therein, at least thirty (30) days prior to in such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transactionnotice.

Notice of Record Date. In case: If (iA) the Company shall take declare a record of dividend (or any other distribution) on its Common Stock; (B) the holders Company shall declare a special nonrecurring cash dividend on or a redemption of its Common Stock Stock; (or other stock or securities at C) the time receivable upon Company shall authorize the exercise of this Warrant) for the purpose of entitling them granting to receive any dividend (other than a cash dividend payable out of earned surplus all holders of the Company) Common Stock rights or other distribution, or any right warrants to subscribe for or purchase any shares of capital stock of any class or any other securities, or to receive any other right; (ii) of any capital reorganization rights; (D) the approval of any stockholders of the Company, Company shall be required in connection with any reclassification of the capital stock Common Stock of the Company, any consolidation with or merger of to which the Company into another corporationis a party, any sale or any conveyance transfer of all or substantially all of the assets of the Company to another corporation; or (iii) Company, of any compulsory share of exchange whereby the Common Stock is converted into other securities, cash or property; (E) the Company shall authorize the voluntary or involuntary dissolution, liquidation or winding-winding up of the affairs of the Company; then, and in each such case, the Company will mail shall cause to be filed at each office or agency maintained for the purpose of conversion of the Debentures, and shall cause to be mailed to the Holder hereof Holders of Debentures at their last addresses as they shall appear upon the time outstanding stock books of the Company, at least ten (10) calendar days prior to the applicable record or effective date hereinafter specified, a notice specifying, as the case may be, stating (ix) the date on which a record is to be taken for the purpose of such dividend, distribution distribution, redemption, rights or rightwarrants, and stating or if a record is not to be taken, the amount and character date as of which the holders of the Common Stock of record to be entitled to such dividend, distribution distributions, redemption, rights or right, warrants are to be determined or (iiy) the date on which such reorganization, reclassification, consolidation, merger, conveyancesale, dissolution, liquidation transfer or winding-up share exchange is expected to take placebecome effective or close, and the time, if any, is to be fixed, date as of which the it is expected that holders of record of the Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) record shall be entitled to exchange their shares of the Common Stock (or such other stock or for securities) for securities , cash or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyancesale, dissolution transfer or winding-up. Such notice shall be mailed at least thirty (30) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to such specified date, share exchange; provided, however, that the failure to provide any mail such notice or any defect therein or in the mailing thereof shall not affect the validity of the corporate action required to be specified in such transactionnotice. Holders are entitled to convert Debentures in accordance with the terms hereof during the ten-day period commencing the date of such notice to the effective date of the event triggering such notice.

Notice of Record Date. In case: (i) the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) Warrant for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right; (ii) of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporation; or (iii) of any voluntary dissolution, liquidation or winding-up of the Company; then, and in each such case, the Company will mail or cause to be mailed to the Holder hereof at the time outstanding a notice specifying, as the case may be, (i) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which such reorganization, reclassification, consolidation, merger, conveyance, dissolution, liquidation or winding-up is to take place, and the time, if any, is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution or winding-up. Such notice shall be mailed at least thirty (30) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transaction.

Notice of Record Date. In casethe event: (i) that the Company shall take Corporation declares a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securities, distribution) on its shares of Common Stock payable in shares of Common Stock or to receive any other rightsecurities of the Corporation; (ii) that the Corporation subdivides or combines its outstanding shares of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporation; orCommon Stock; (iii) of any voluntary dissolution, liquidation reclassification of the shares of Common Stock of the Corporation (other than a subdivision or winding-up combination of its outstanding shares of Common Stock or a stock dividend or stock distribution thereon); (iv) of the occurrence of a Liquidity Event or the consummation of a Sale of the Company; thenor (v) that the Corporation receives a Holder Optional Redemption written election or a Holder Corporation Sale Optional Redemption written election in accordance with Section 8(a) or 8(c), then the Corporation shall use its commercially reasonable efforts to cause to be filed at its principal office or at the office of the transfer agent of the Series A Preferred Stock, and in each such case, the Company will mail or shall cause to be mailed to the Holder hereof holders of Series A Preferred Stock at their last addresses as shown on the time outstanding records of the Corporation or such transfer agent, at least ten (10) days prior to the date specified in (A) below or thirty (30) days before the date specified in (B) below, a notice specifying, as the case may be, stating (iA) the record date on which a record is to be taken for the purpose of such dividend, distribution distribution, subdivision or rightcombination, and stating or, if a record is not to be taken, the amount and character date as of which the holders of Common Stock of record to be entitled to such dividend, distribution distribution, subdivision or right, combination are to be determined or the date upon which the Holder Optional Redemption is expected to be consummated; or (iiB) the date on which such reorganization, reclassification, consolidation, merger, conveyance, dissolution, liquidation Liquidity Event is expected to occur or winding-up the date on which such Sale of the Company is expected to take placebe consummated, and the time, if any, is to be fixed, date as of which the it is expected that holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) record shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution Liquidity Event or winding-up. Such notice shall be mailed at least thirty (30) days prior to Sale of the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to such specified date, Company; provided, however, that the Corporation’s failure to provide any such notice required under this Section 7(j) after using commercially reasonable efforts shall not affect the validity be deemed a default, breach or violation of such transactionthis Section 7(j).

Notice of Record Date. In case: (i) the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right; (ii) of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporationAdjustment Event; or (iii) approval by the Company’s Board of Directors of any voluntary dissolution, liquidation or winding-up of the Company; then, and in each such case, the Company will mail or cause to be mailed to the Holder hereof at the time outstanding a notice specifying, as the case may be, (i) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which such reorganization, reclassification, consolidation, merger, conveyance, dissolution, liquidation or winding-up Adjustment Event is to take place, and the time, if anyany and if applicable, is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution or winding-upAdjustment Event. Such notice shall be mailed at least thirty (30) 15 days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to such specified date, ; provided, however, failure to provide any such notice shall not affect the validity of such transaction; provided, further, that the Company or its successor shall in no way be relieved of any liability for damages caused to the Holder caused by such failure to give the required notice. In the event that this Warrant is to become exercisable on an accelerated basis in connection with any event described in this Section 5(a), the Company shall afford the Holder fair opportunity to exercise the Warrant effective immediately prior to such event.

Notice of Record Date. In case: (i) the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right; (ii) of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporation; or (iii) of any voluntary dissolution, liquidation or winding-up of the Company; then, and in each such case, the Company will mail or cause to be mailed to the Holder hereof at the time outstanding a notice specifying, as the case may be, (i) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which such reorganization, reclassification, consolidation, merger, conveyance, dissolution, liquidation or winding-up is to take place, and the time, if any, is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution or winding-up. Such notice shall be mailed at least thirty (30) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transaction.

Notice of Record Date. In case: case (i) the Company shall take takes a record of --------------------- the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this the Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus at the same rate as the rate of the Companylast cash dividend theretofore paid) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right; , or (ii) of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger of the Company with or into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporation; or , or (iii) of any voluntary dissolution, liquidation or winding-up of the Company; , then, and in each such case, the Company will mail or cause to be ---- mailed to the Holder hereof at the time outstanding a notice specifying, as the case may be, (ia) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (iib) the date on which such reorganization, reclassification, consolidation, merger, conveyance, dissolution, liquidation or winding-up is to take place, and the time, if any, any is to be fixed, as of which the holders of record of Common Stock (or such other stock or securities at the time receivable upon the exercise of this the Warrant) shall will be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution dissolution, liquidation or winding-up. Such notice shall be mailed at least thirty fifteen (3015) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transaction.

Notice of Record Date. In casethe event: (i) that the Company shall take a record of the holders of its Common Stock (or other capital stock or securities at the time receivable issuable upon the exercise of this the Warrant) for the purpose of entitling or enabling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, to vote at a meeting (or by written consent), to receive any right to subscribe for or purchase any shares of capital stock of any class or any other securities, or to receive any other right;security; or (ii) of any capital reorganization of the Company, any reclassification of the capital stock Common Stock of the Company, any consolidation with or merger of the Company with or into another corporationPerson, or any conveyance sale of all or substantially all of the Company's assets of the Company to another corporationPerson; or (iii) of any the voluntary or involuntary dissolution, liquidation or winding-up of the Company; then, and in each such case, the Company will mail shall send or cause to be mailed sent to the Holder hereof at least 10 days prior to the time outstanding applicable record date or the applicable expected effective date, as the case may be, for the event, a written notice specifying, as the case may be, (iA) the record date on which for such dividend, distribution, meeting or consent or other right or action, and a record is to be taken for the purpose description of such dividend, distribution or right, and stating the amount and character of other right or action to be taken at such dividend, distribution meeting or rightby written consent, or (iiB) the effective date on which such reorganization, reclassification, consolidation, merger, conveyancesale, dissolution, liquidation or winding-up is proposed to take place, and the timedate, if any, any is to be fixed, as of which the books of the Company shall close or a record shall be taken with respect to which the holders of record of Common Stock (or such other capital stock or securities at the time receivable issuable upon the exercise of this the Warrant) shall be entitled to exchange their shares of Common Stock (or such other capital stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyancesale, dissolution dissolution, liquidation or winding-up. Such notice shall be mailed at least thirty (30) days prior , and the amount per share and character of such exchange applicable to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to such specified date, provided, however, failure to provide any such notice shall not affect Warrant and the validity of such transactionWarrant Stock.

Notice of Record Date. In Without limiting Section 1(d), in case: (i) the Company shall take a record of the holders of its Common Series B Preferred Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right; (ii) of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporationAdjustment Event; or (iii) approval by the Company’s Board of Directors of any voluntary dissolution, liquidation or winding-up of the Company; then, and in each such case, subject to the last sentence of Section 5(b), the Company will mail or cause to be mailed to the Holder hereof at the time outstanding a notice specifying, as the case may be, (i) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which such reorganization, reclassification, consolidation, merger, conveyance, dissolution, liquidation or winding-up Adjustment Event is to take place, and the time, if anyany and if applicable, is to be fixed, as of which the holders of record of Common Series B Preferred Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) shall be entitled to exchange their shares of Common Series B Preferred Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution or winding-upAdjustment Event. Such notice shall be mailed at least thirty (30) 15 days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to such specified date, ; provided, however, failure to provide any such notice shall not affect the validity of such transaction; provided, further, that the Company or its successor shall in no way be relieved of any liability for damages caused to the Holder caused by such failure to give the required notice. In the event that this Warrant is to become exercisable on an accelerated basis in connection with any event described in this Section 5(a), the Company shall afford the Holder fair opportunity to exercise the Warrant effective immediately prior to such event.

Notice of Record Date. In casethe event: (iA) that the Company shall take declares a record dividend (or any other distribution) on its Common Stock; (B) that the Company subdivides or combines its outstanding shares of Common Stock; (C) of any reclassification of the holders of its Common Stock (or other stock or securities at of the time receivable upon the exercise of this Warrant) for the purpose of entitling them to receive any dividend Company (other than a cash subdivision or combination of its outstanding shares of Common Stock or a stock dividend payable out of earned surplus of the Company) or other distributionstock distribution thereon), or any right to subscribe for or purchase any shares of stock of any class consolidation, merger or any other securities, or to receive any other right; (ii) of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger share exchange of the Company into or with another corporation, or any conveyance of the sale of all or substantially all of the assets of the Company to another corporationCompany; or (iiiD) of any the involuntary or voluntary dissolution, liquidation or winding-winding up of the Company; then, and in each such case, then the Company will mail or shall cause to be filed at its principal office and shall cause to be mailed to the Holder hereof holders of this Warrant at its last address as shown on the time outstanding records of the Company, at least 20 days prior to the record date specified in (A) below or 20 days before the date specified in (B) below, a notice specifying, as the case may be, stating (iA) the record date on which a record is to be taken for the purpose of such dividend, distribution distribution, subdivision or rightcombination, and stating or, if a record is not to be taken, the amount and character date as to which the holders of Common Stock of record to be entitled to such dividend, distribution distribution, subdivision or rightcombination are to be determined, or or (iiB) the date on which such reorganization, reclassification, consolidation, merger, conveyanceshare exchange, sale, dissolution, liquidation or winding-winding up is expected to take placebecome effective, and the time, if any, is to be fixed, date as of which the it is expected that holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) record shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyancesale, dissolution or winding-winding up. Such notice shall be mailed at least thirty (30) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transaction.------------------------------------------------------ CUSIP No. 000000000 ------------------------------------------------------

Notice of Record Date. In case: (i) the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Companydividend) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right; (ii) of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporationOrganic Change; or (iii) of any voluntary or involuntary dissolution, liquidation or winding-up of the Company; then, and in each such case, the Company will mail or cause to be mailed to the Holder hereof at the time outstanding a notice specifying, as the case may be, (i) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which such reorganization, reclassification, consolidation, merger, conveyanceOrganic Change, dissolution, liquidation or winding-up is to take place, and the time, if any, is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution or winding-up. Such notice shall be mailed at least thirty fifteen (3015) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty fifteen (3015) days prior to such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transaction. At any time after the Exercise Date, the Holder is entitled to exercise this Warrant during the period commencing on the date of such notice to the effective date of the event triggering such notice.

Notice of Record Date. In case, at any time while this Senior Note is outstanding: (iA) the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of any conversion rights under this WarrantSenior Note) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right;; or (iiB) of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporation; or (iiiC) of any voluntary dissolution, liquidation or winding-up of the Company; then, and in each such case, the Company will mail or cause to be mailed to the Holder hereof at the time outstanding a notice specifying, as the case may be, (ix) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (iiy) the date on which such reorganization, reclassification, consolidation, merger, conveyance, dissolution, liquidation or winding-up is to take place, and the time, if any, is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of the conversion rights under this WarrantSenior Note) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution dissolution, liquidation or winding-up. Such notice shall be mailed at least thirty (30) 30 days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) 30 days prior to such other specified date, provided, however, failure to provide any such notice shall not affect the validity of such transaction.

Notice of Record Date. In case: (i) the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right; (ii) of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporation; or (iii) of any voluntary dissolution, liquidation or winding-up of the Company; then, and in each such case, the Company will mail or cause to be mailed to the Holder hereof at the time outstanding a notice specifying, as the case may be, , (i) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which such reorganization, reclassification, consolidation, merger, conveyance, dissolution, liquidation or winding-up is to take place, and the time, if any, is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution or winding-up. Such notice shall be mailed at least thirty (30) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transaction.

Notice of Record Date. In case: case (i) the Company shall take takes a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this the Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus at the same rate as the rate of the Companylast cash dividend theretofore paid) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right; , or (ii) of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger of the Company with or into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporation; or , or (iii) of any voluntary dissolution, liquidation or winding-up of the Company; , then, and in each such case, the Company will mail or cause to be mailed to the Holder hereof at the time outstanding a notice specifying, as the case may be, (ia) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (iib) the date on which such reorganization, reclassification, consolidation, merger, conveyance, dissolution, liquidation or winding-up is to take place, and the time, if any, any is to be fixed, as of which the holders of record of Common Stock (or such other stock or securities at the time receivable upon the exercise of this the Warrant) shall will be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution dissolution, liquidation or winding-up. Such notice shall be mailed at least thirty fifteen (3015) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transaction.

Notice of Record Date. In case: (i) the Company shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right; (ii) of any capital reorganization of the Company, any reclassification of the capital stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporation; or (iii) of any voluntary dissolution, liquidation or winding-up of the Company; then, and in each such case, the Company will mail mail, or cause to be mailed mailed, to the Holder hereof at the time outstanding a notice specifying, as the case may be, (i) the date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which such reorganization, reclassification, consolidation, merger, conveyance, dissolution, liquidation or winding-up is to take place, and the time, if any, is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this Warrant) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyance, dissolution or winding-up. Such notice shall be mailed at least thirty fifteen (3015) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transaction.

Notice of Record Date. In case: the event (ia) the Company Corporation shall take a record of the holders of its Common Stock (or other capital stock or securities at the time receivable issuable upon conversion of the exercise of this WarrantPreferred Stock) for the purpose of entitling or enabling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or to receive any right to subscribe for or purchase any shares of capital stock of any class or any other securities, or to receive any other right; security; (iib) of any capital reorganization of the CompanyCorporation, any reclassification of the capital stock Common Stock of the Company, any consolidation with or merger of the Company into another corporationCorporation, or any conveyance of all Deemed Liquidation Event; or substantially all (c) of the assets of the Company to another corporation; or (iii) of any voluntary or involuntary dissolution, liquidation or winding-up of the Company; Corporation, then, and in each such case, the Company Corporation will mail send or cause to be mailed sent to the Holder hereof at holders of the time outstanding Preferred Stock a notice specifying, as the case may be, (i) the record date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the effective date on which such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution, liquidation or winding-up is proposed to take place, and the time, if any, any is to be fixed, as of which the holders of record of Common Stock (or such other capital stock or securities at the time receivable issuable upon the exercise conversion of this Warrantthe Preferred Stock) shall be entitled to exchange their shares of Common Stock (or such other capital stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution dissolution, liquidation or winding-up, and the amount per share and character of such exchange applicable to the Preferred Stock and the Common Stock. Such notice shall be mailed sent at least thirty ten (3010) days prior to the record date therein specified, or if no record effective date shall have been for the event specified therein, at least thirty (30) days prior to in such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transactionnotice.

Notice of Record Date. In casethe event: (i1) the Company Corporation shall take a record of the holders of its Common Stock (or other capital stock or securities at the time receivable issuable upon conversion of the exercise of this WarrantSeries A Preferred Stock) for the purpose of entitling or enabling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or to receive any right to subscribe for or purchase any shares of capital stock of any class or any other securities, or to receive any other right;security; or (ii2) of any capital reorganization of the CompanyCorporation, any reclassification of the capital stock Common Stock of the Company, any consolidation with or merger of the Company into another corporationCorporation, or any conveyance of all or substantially all of the assets of the Company to another corporationDeemed Liquidation Event; or (iii3) of any the voluntary or involuntary dissolution, liquidation or winding-up of the Company; Corporation, then, and in each such case, the Company Corporation will mail send or cause to be mailed sent to the Holder hereof at holders of the time outstanding Series A Preferred Stock a notice specifying, as the case may be, (i) the record date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the effective date on which such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution, liquidation or winding-up is proposed to take place, and the time, if any, any is to be fixed, as of which the holders of record of Common Stock (or such other capital stock or securities at the time receivable issuable upon the exercise conversion of this Warrantthe Series A Preferred Stock) shall be entitled to exchange their shares of Common Stock (or such other capital stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution dissolution, liquidation or winding-up, and the amount per share and character of such exchange applicable to the Series A Preferred Stock and the Common Stock. Such notice shall be mailed sent at least thirty (30) 20 days prior to the record date therein specified, or if no record effective date for the event specified in such notice. Any notice required by the provisions hereof to be given to a holder of shares of Preferred Stock shall have been specified therein, at least thirty (30) days prior be deemed sent to such specified dateholder if deposited in the United States mail, providedpostage prepaid, however, failure and addressed to provide any such notice shall not affect holder at such holder’s address appearing on the validity books of such transactionthe Corporation.

Notice of Record Date. In casethe event: (i) the Company Corporation shall take a record of the holders of its Common Stock (or other stock or securities at the time receivable issuable upon conversion of the exercise of this WarrantSeries B Preferred Stock) for the purpose of entitling or enabling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or to receive any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right; (ii) of any capital reorganization of the CompanyCorporation, any reclassification of the capital stock Common Stock of the CompanyCorporation, any consolidation with or merger of the Company Corporation with or into another corporationcorporation (other than a consolidation or merger in which the Corporation is the surviving entity and its Common Stock is not converted into or exchanged for any other securities or property), or any conveyance transfer of all or substantially all of the assets of the Company to another corporationCorporation; or (iii) of any the voluntary or involuntary dissolution, liquidation or winding-up of the CompanyCorporation; then, and in each such case, the Company Corporation will mail send or cause to be mailed sent to the Holder hereof at holders of the time outstanding Series B Preferred Stock a notice specifying, as the case may be, (i) the record date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the effective date on which such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution, liquidation or winding-up is to take place, and the time, if any, any is to be fixed, as of which the holders of record of Common Stock (or such other stock or securities at the time receivable issuable upon the exercise conversion of this Warrantthe Series B Preferred Stock) shall be entitled to exchange their shares of Common Stock (or such other stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution dissolution, liquidation or winding-up. Such Any notice required under this Section 5(1) shall be mailed sent at least thirty twenty (3020) days prior to the record date therein specified, or if no record effective date shall have been for the event specified therein, at least thirty (30) days prior to in such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transactionnotice.

Notice of Record Date. In casethe event: (i) the Company shall take a record of the holders of its Common Stock Shares (or other capital stock or securities at the time receivable issuable upon conversion of the exercise Class C Preferred Shares, including the Common Shares issuable upon conversion of this Warrantthe Class A Common Shares into which the Class C Preferred Shares are convertible) for the purpose of entitling or enabling them to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or to receive any right to subscribe for or purchase any shares of capital stock of any class or any other securities, or to receive any other right;security; or (ii) of any capital reorganization of the Company, any reclassification of the capital stock Common Stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance of all or substantially all of the assets of the Company to another corporationDeemed Liquidation Event; or (iii) of any the voluntary or involuntary dissolution, liquidation or winding-up of the Company; , then, and in each such case, the Company will mail send or cause to be mailed sent to the Holder hereof at holders of the time outstanding Class C Preferred Shares a notice specifying, as the case may be, (i) the record date on which a record is to be taken for the purpose of such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the effective date on which such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution, liquidation or winding-up is proposed to take place, and the time, if any, any is to be fixed, as of which the holders of record of Common Stock (or such other capital stock or securities at the time receivable issuable upon the exercise conversion of this Warrantthe Class C Preferred Shares, including the Common Shares issuable upon conversion of the Class A Common Shares into which the Class C Preferred Shares are convertible) shall be entitled to exchange their shares of Common Stock (or such other capital stock or securities) for securities or other property deliverable upon such reorganization, reclassification, consolidation, merger, conveyancetransfer, dissolution dissolution, liquidation or winding-up, and the amount per share and character of such exchange applicable to the Class C Preferred Shares, Class A Common Shares and the Common Shares. Such notice shall be mailed sent at least thirty ten (3010) days prior to the record date therein specified, or if no record effective date shall have been for the event specified therein, at least thirty (30) days prior to in such specified date, provided, however, failure to provide any such notice shall not affect the validity of such transactionnotice.

Notice of Record Date. In case:case of (ia) any taking by the Company shall take of a record of the holders of any class of its Common Stock (or other stock or securities at the time receivable upon the exercise of this Warrant) for the purpose of entitling them determining the holders thereof who are entitled to receive any dividend (other than a cash dividend payable out of earned surplus of the Company) or other distribution, or any right to subscribe for for, purchase or purchase otherwise acquire any shares of stock of any class or any other securitiessecurities or property, or to receive any y other right;, or (iib) of any capital reorganization of the Company, any reclassification or recapitalization of the capital stock of the Company, any consolidation with or merger of the Company into another corporation, or any conveyance transfer of all or substantially all of the assets of the Company to another corporation; or (iii) or consolidation or merger of the Company with or any voluntary or involuntary dissolution, liquidation or winding-winding up of the Company; then, or (c) events shall have occurred resulting in the voluntary or involuntary dissolution, liquidation or winding up of the Company then and in each such case, event the Company will mail or cause to be mailed to the Holder hereof at the time outstanding each holder of a Warrant a notice specifying, as the case may be, specifying (i) the date on which a any record is to be taken for the purpose of any such dividend, distribution or right, and stating the amount and character of such dividend, distribution or right, or (ii) the date on which any such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyance, dissolution, liquidation or winding-winding up is to take place, and the time, if any, any is to be fixed, as of which the holders of record of Common Stock (or such stock or securities at the time receivable upon the exercise of this WarrantOther Securities) shall be entitled to exchange their shares of Common Stock (or such other stock or securitiesOther Securities) for securities or other property deliverable upon on such reorganization, reclassification, recapitalization, transfer, consolidation, merger, conveyancedissolution, dissolution liquidation or winding-winding up, and (iii) the amount and character of any stock or other securities, or rights or options with respect thereto, proposed to be issued or granted, the date of such proposed issue or grant and the persons or class of persons to whom such proposed issue or grant is to be offered or made. Such notice shall be mailed at least thirty (30) days prior to the record date therein specified, or if no record date shall have been specified therein, at least thirty (30) days prior to in such specified date, provided, however, failure to provide notice on which any such notice shall not affect the validity of such transactionaction is to be taken.