Common use of NOTICES OF CERTAIN ACTIONS Clause in Contracts

NOTICES OF CERTAIN ACTIONS. In the event: (a) the Company sets a record date with respect to the holders of Common Stock for the purpose of entitling or enabling them to receive any dividend 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; (b) the number of outstanding shares of Common Stock is increased by a stock dividend payable in shares of Common Stock or by a split-up of shares of Common Stock or other similar event; (c) the number of outstanding shares of Common Stock is decreased by a consolidation, combination, reverse stock split, or reclassification of shares of Common Stock or other similar event; (d) of any capital reorganization or reclassification of the Common Stock, or consolidation or merger of the Company with another corporation, or the sale of all or substantially all of its assets to another corporation or other similar event; (e) of the voluntary or involuntary dissolution, liquidation or winding-up of the Company; (f) the bankruptcy whether voluntary or involuntary of the Company; then, and in each such case, the Company will provide written notice (an “Event Notice”) to the Holder at least ten days prior to (i) the record date in the case of (a) above, specifying the record date and the amount and character of such dividend, distribution or right, and (ii) the effective date of any event specified in clause (b), (c), (d), (e), of (f) above, specifying the effective date on which such event is to take place, and the time, if any is to be fixed, as of which the holders of record of Common Stock will be entitled to exchange their shares of Common Stock for securities or other property deliverable upon such event, if applicable. Any failure to mail an Event Notice required by this Section 12 or any defect therein or in the mailing thereof will not affect the validity of the corporate action required to be specified in such Event Notice. Nothing herein shall prohibit the Holder from exercising this Warrant during the ten day period commencing on the date of an Event Notice, provided that such exercise occurs prior to the Expiration Date and the Holder otherwise complies with the terms hereof.

NOTICES OF CERTAIN ACTIONS. In the event: (a) the Company sets a record date with respect to the holders of Common Stock for the purpose of entitling or enabling them to receive any dividend 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; (b) the number of outstanding shares of Common Stock is increased by a stock dividend payable in shares of Common Stock or by a split-up of shares of Common Stock or other similar event; (c) the number of outstanding shares of Common Stock is decreased by a consolidation, combination, reverse stock split, or reclassification of shares of Common Stock or other similar event; (d) of any capital reorganization or reclassification of the Common Stock, or consolidation or merger of the Company with another corporation, or the sale of all or substantially all of its assets to another corporation or other similar event;; or (e) of the voluntary or involuntary dissolution, liquidation or winding-up of the Company; (f) the bankruptcy whether voluntary or involuntary of the Company; then, and in each such case, the Company will provide written notice (an “Event Notice”) to the Holder at least ten days prior to (i) the record date in the case of (a) above, specifying the record date and the amount and character of such dividend, distribution or right, and (ii) the effective date of any event specified in clause (b), (c), (d), ) or (e), of (f) above, specifying the effective date on which such event is to take place, and the time, if any is to be fixed, as of which the holders of record of Common Stock will be entitled to exchange their shares of Common Stock for securities or other property deliverable upon such event, if applicable. Any failure to mail an Event Notice required by this Section 12 or any defect therein or in the mailing thereof will not affect the validity of the corporate action required to be specified in such Event Notice. Nothing herein shall prohibit the Holder from exercising this Warrant during the ten day period commencing on the date of an Event Notice, provided that such exercise occurs prior to the Expiration Date and the Holder otherwise complies with the terms hereof.

NOTICES OF CERTAIN ACTIONS. In the event: (a) the Company sets a record date with respect to the holders of Common Stock for the purpose of entitling or enabling them to receive any dividend 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; (b) the number of outstanding shares of Common Stock is increased by a stock dividend payable in shares of Common Stock or by a split-up of shares of Common Stock or other similar event; (c) the number of outstanding shares of Common Stock is decreased by a consolidation, combination, reverse stock split, or reclassification of shares of Common Stock or other similar event; (d) of any capital reorganization or reclassification of the Common Stock, or consolidation or merger of the Company with another corporation, or the sale of all or substantially all of its assets to another corporation or other similar event;Fundamental Change; or (e) of the voluntary or involuntary dissolution, liquidation or winding-up of the Company; (f) the bankruptcy whether voluntary or involuntary of the Company; then, and in each such case, the Company will provide written notice (an “Event Notice”) to the Holder at least ten (10) days prior to (i) the record date in the case of (a) above, specifying the record date and the amount and character of such dividend, distribution or right, and (ii) the effective date of any event specified in clause (b), (c), (d), ) or (e), of (f) above, specifying the effective date on which such event is to take place, and the time, if any is to be fixed, as of which the holders of record of Common Stock will be entitled to exchange their shares of Common Stock for securities or other property deliverable upon such event, if applicable. Any failure to mail an Event Notice required by this Section 12 14 or any defect therein or in the mailing thereof will not affect the validity of the corporate action required to be specified in such Event Notice. Nothing herein shall prohibit the Holder from exercising this Warrant during the ten day period commencing on the date of an Event Notice, provided that such exercise occurs prior to the Expiration Date Time and the Holder otherwise complies with the terms hereof.

NOTICES OF CERTAIN ACTIONS. In the event: (a) the Company sets a record date with respect to the holders of Common Stock for the purpose of entitling or enabling them to receive any dividend 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; (b) the number of outstanding shares of Common Stock is increased by a stock dividend payable in shares of Common Stock or by a split-up of shares of Common Stock or other similar event; (c) the number of outstanding shares of Common Stock is decreased by a consolidation, combination, reverse stock split, or reclassification of shares of Common Stock or other similar event; (d) of any capital reorganization or reclassification of the Common Stock, or consolidation or merger of the Company with another corporation, or the sale of all or substantially all of its assets to another corporation or other similar event;Fundamental Change; or (e) of the voluntary or involuntary dissolution, liquidation or winding-up of the Company; (f) the bankruptcy whether voluntary or involuntary of the Company; then, and in each such case, the Company will provide written notice (an “Event Notice”) to the Holder at least ten fifteen (15) days prior to (i) the record date in the case of (a), (b) or (c) above, specifying the record date and the amount and character of such dividend, distribution or right, and (ii) the effective date of any event specified in clause (b), (c), (d), ) or (e), of (f) above, specifying the effective date on which such event is to take place, and the time, if any is to be fixed, as of which the holders of record of Common Stock will be entitled to exchange their shares of Common Stock for securities or other property deliverable upon such event, if applicable. Any failure to mail an Event Notice required by this Section 12 15 or any defect therein or in the mailing thereof will not affect the validity of the corporate action required to be specified in such Event Notice. Nothing herein shall prohibit the Holder from exercising this Warrant during the ten fifteen day period commencing on the date of an Event Notice, provided that such exercise occurs prior to the Expiration Date Time and the Holder otherwise complies with the terms hereof.

NOTICES OF CERTAIN ACTIONS. In case at any time the eventCompany shall propose to: (a) the Company sets a record date with respect to the holders of Common Stock for the purpose of entitling or enabling them to receive pay any dividend or other distribution, or to receive make any right to subscribe for or purchase any shares of stock of any class or any other securities, or to receive any other right; (b) the number of outstanding distribution on shares of Common Stock is increased by a stock dividend payable in shares of Common Stock or by a split-up equivalents thereto or make any other distribution; or (b) issue any rights, warrants or other Common Stock to all holders of Common Stock entitling them to purchase any additional shares of Common Stock or any other similar event;rights, debentures, warrants or other Common Stock; or (c) the number effect any reclassification or change of outstanding shares of Common Stock is decreased by a Stock, or any consolidation, combinationmerger, reverse stock splitsale, lease or reclassification conveyance of shares of Common Stock property, described in Sections 4 or other similar event;11 hereof; or (d) of effect any capital reorganization or reclassification of the Common Stockliquidation, or consolidation or merger of the Company with another corporation, or the sale of all or substantially all of its assets to another corporation or other similar event; (e) of the voluntary or involuntary dissolution, liquidation dissolution or winding-up of the Company;; or (e) take any other action which would cause an adjustment to the Fixed Conversion Price; or (f) the bankruptcy whether voluntary or involuntary of the Company; provide to its shareholders any information which is regularly provided to shareholders, then, and in each any one or more of such casecases (a) through (f), the Company will provide shall, subject to any other Sections of this Debenture, give written notice (an “Event Notice”) thereof, by certified mail, postage prepaid, to the Holder at the Holder’s address as it shall appear in the Debenture Register, mailed at least ten fifteen (15) days prior to (i) the record date in the case of (a) above, specifying the record date and the amount and character of such dividend, distribution or right, and (ii) the effective date of any event specified in clause (b), (c), (d), (e), of (f) above, specifying the effective date on which such event is to take place, and the time, if any is to be fixed, as of which the holders of record of shares of securities to be entitled to receive any such dividend, distribution, rights, debentures, warrants or other securities are to be determined, (ii) the date on which any such reclassification, change of outstanding shares of Common Stock, consolidation, merger, sale, lease, conveyance of property, liquidation, dissolution or winding-up is expected to become effective, and the date as of which it is expected that holders of record of shares of Common Stock will shall be entitled to exchange their shares of Common Stock for securities or other property property, if any, deliverable upon such eventreclassification, if applicable. Any failure to mail an Event Notice required by this Section 12 change of outstanding shares, consolidation, merger, sale, lease, conveyance of property, liquidation, dissolution or any defect therein winding-up, or in the mailing thereof will not affect the validity of the corporate action required to be specified in such Event Notice. Nothing herein shall prohibit the Holder from exercising this Warrant during the ten day period commencing on (iii) the date of such other action which would require an Event Notice, provided that such exercise occurs prior adjustment to the Expiration Date and Fixed Conversion Price. In the case of subsection (f) above, written notice to the Holder otherwise complies with the terms hereofmay be given by regular mail.

NOTICES OF CERTAIN ACTIONS. In the event: (a) the Company sets a record date with respect to the holders of Common Stock for the purpose of entitling or enabling them to receive any dividend 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; (b) the number of outstanding shares of Common Stock is increased by a stock dividend payable in shares of Common Stock or by a split-up of shares of Common Stock or other similar event; (c) the number of outstanding shares of Common Stock is decreased by a consolidation, combination, reverse stock split, or reclassification of shares of Common Stock or other similar event; (d) of any capital reorganization or reclassification of the Common Stock, or consolidation or merger of the Company with another corporation, or the sale of all or substantially all of its assets to another corporation or other similar event;Fundamental Change; or (e) of the voluntary or involuntary dissolution, liquidation or winding-up of the Company; (f) the bankruptcy whether voluntary or involuntary of the Company; then, and in each such case, the Company will provide written notice (an “Event Notice”) to the Holder at least ten fifteen (15) days prior to (i) the record date in the case of (a), (b) or (c) above, specifying the record date and the amount and character of such dividend, distribution or right, and (ii) the effective date of any event specified in clause (b), (c), (d), ) or (e), of (f) above, specifying the effective date on which such event is to take place, and the time, if any is to be fixed, as of which the holders of record of Common Stock will be entitled to exchange their shares of Common Stock for securities or other property deliverable upon such event, if applicable. Any failure to mail an Event Notice required by this Section 12 18 or any defect therein or in the mailing thereof will not affect the validity of the corporate action required to be specified in such Event Notice. Nothing herein shall prohibit the Holder from exercising this Warrant during the ten fifteen (15) day period commencing on the date of an Event Notice, provided that such exercise occurs prior to the Expiration Date Time and the Holder otherwise complies with the terms hereof.

NOTICES OF CERTAIN ACTIONS. In the event: (a) the Company sets a record date with respect to the holders of Common Stock for the purpose of entitling or enabling them to receive any dividend 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; (b) the number of outstanding shares of Common Stock is increased by a stock dividend payable in shares of Common Stock or by a split-up of shares of Common Stock or other similar event; (c) the number of outstanding shares of Common Stock is decreased by a consolidation, combination, reverse stock split, or reclassification of shares of Common Stock or other similar event; (d) of any capital reorganization or reclassification of the Common Stock, or consolidation or merger of the Company with another corporation, or the sale of all or substantially all of its assets to another corporation or other similar event;Fundamental Change; or (e) of the voluntary or involuntary dissolution, liquidation or winding-up of the Company; (f) the bankruptcy whether voluntary or involuntary of the Company; then, and in each such case, the Company will provide written notice (an “Event Notice”) to the Holder at least ten fifteen (15) days prior to (i) the record date in the case of (a), (b) or (c) above, specifying the record date and the amount and character of such dividend, distribution or right, and (ii) the effective date of any event specified in clause (b), (c), (d), ) or (e), of (f) above, specifying the effective date on which such event is to take place, and the time, if any is to be fixed, as of which the holders of record of Common Stock will be entitled to exchange their shares of Common Stock for securities or other property deliverable upon such event, if applicable. Any failure to mail an Event Notice required by this Section 12 17 or any defect therein or in the mailing thereof will not affect the validity of the corporate action required to be specified in such Event Notice. Nothing herein shall prohibit the Holder from exercising this Warrant during the ten fifteen (15) day period commencing on the date of an Event Notice, provided that such exercise occurs prior to the Expiration Date Time and the Holder otherwise complies with the terms hereof.

NOTICES OF CERTAIN ACTIONS. In the event: (a) the Company sets a record date with respect to the holders of Common Stock for the purpose of entitling or enabling them to receive any dividend 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; (b) the number of outstanding shares of Common Stock is increased by a stock dividend payable in shares of Common Stock or by a split-up of shares of Common Stock or other similar event; (c) the number of outstanding shares of Common Stock is decreased by a consolidation, combination, reverse stock split, or reclassification of shares of Common Stock or other similar event; (d) of any capital reorganization or reclassification of the Common Stock, or consolidation or merger of the Company with another corporation, or the sale of all or substantially all of its assets to another corporation or other similar event;; or (e) of the voluntary or involuntary dissolution, liquidation or winding-up of the Company; (f) the bankruptcy whether voluntary or involuntary of the Company; then, and in each such case, the Company will provide written notice (an “Event Notice”) to the Holder at least ten days prior to (i) the record date in the case of (a) above, specifying the record date and the amount and character of such dividend, distribution or right, and (ii) the effective date of any event specified in clause (b), (c), (d), ) or (e), of (f) above, specifying the effective date on which such event is to take place, and the time, if any is to be fixed, as of which the holders of record of Common Stock will be entitled to exchange their shares of Common Stock for securities or other property deliverable upon such event, if applicable. Any failure to mail an Event Notice required by this Section 12 or any defect therein or in the mailing thereof will not affect the validity of the corporate action required to be specified in such Event Notice. Nothing herein shall prohibit the Holder from exercising this Warrant during the ten day period commencing on the date of an Event Notice, provided that such exercise occurs prior to the Expiration Date Time and the Holder otherwise complies with the terms hereof.

NOTICES OF CERTAIN ACTIONS. In the event: (a) the Company sets a record date with respect to the holders of Common Stock for the purpose of entitling or enabling them to receive any dividend 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; (b) the number of outstanding shares of Common Stock is increased by a stock dividend payable in shares of Common Stock or by a split-up of shares of Common Stock or other similar event; (c) the number of outstanding shares of Common Stock is decreased by a consolidation, combination, reverse stock split, or reclassification of shares of Common Stock or other similar event; (d) of any capital reorganization or reclassification of the Common Stock, or consolidation or merger of the Company with another corporation, or the sale of all or substantially all of its assets to another corporation or other similar event;Fundamental Change; or (e) of the voluntary or involuntary dissolution, liquidation or winding-up of the Company; (f) the bankruptcy whether voluntary or involuntary of the Company; then, and in each such case, the Company will provide written notice (an “Event Notice”) to the Holder at least ten thirty (30) days prior to (i) the record date in the case of (a), (b) or (c) above, specifying the record date and the amount and character of such dividend, distribution or right, and (ii) the effective date of any event specified in clause (b), (c), (d), ) or (e), of (f) above, specifying the effective date on which such event is to take place, and the time, if any is to be fixed, as of which the holders of record of Common Stock will be entitled to exchange their shares of Common Stock for securities or other property deliverable upon such event, if applicable. Any failure to mail an Event Notice required by this Section 12 15 or any defect therein or in the mailing thereof will not affect the validity of the corporate action required to be specified in such Event Notice. Nothing herein shall prohibit the Holder from exercising this Warrant during the ten thirty day period commencing on the date of an Event Notice, provided that such exercise occurs prior to the Expiration Date Time and the Holder otherwise complies with the terms hereof.