Common use of Notices to Holders Clause in Contracts

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders of the Company; provided, however, that in the event that a meeting of shareholders shall be called to consider and take action on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger or sale of all, or substantially all, of its property, assets, business and good will as an entirety, then and in that event the Company shall cause a notice thereof to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such meeting, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. (b) In the event the Company intends to make any distribution on its Common Stock (or other securities which may be issuable in lieu thereof upon the exercise of Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common Stock, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distribution.

Notices to Holders. (a) 13.1 Nothing contained in this Warrant Agreement or in any of the Warrants shall be construed as conferring upon the Holders thereof as such the right to vote or to receive dividends or to consent or to receive notice as shareholders stockholders in respect of the meetings of shareholders stockholders or the election of directors of the Company or any other mattermatter or any other rights whatsoever as stockholders of the Company. 13.2 In the event the Company intends to: (a) make any distribution on or with respect to its Common Stock (or other securities that may then be issuable in lieu thereof upon the exercise of Warrants), including without limitation any dividend or distribution from earned surplus, any dividend or distribution of stock, assets or evidences of indebtedness, or any similar distribution, (b) issue subscription rights whatsoever as shareholders or warrants to holders of its Common Stock, (c) consolidate or merge with or into another entity, (d) liquidate, dissolve or sell or otherwise dispose of substantially all its assets, or (e) take any other action that would result in an adjustment to the Company; provided, however, Exercise Price or an adjustment to the number of Warrant Shares that in the event that Holder of a meeting of shareholders Warrant shall be called entitled to consider and take action on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger or sale of all, or substantially all, of its property, assets, business and good will as an entiretyreceive upon exercise thereof, then and in that event the Company shall cause a notice thereof of its intention to take such action to be sent by first-class mail, postage prepaid, at least twenty (20) 20 days prior to the date fixed as a record date or the date of closing the transfer books in relation for the determination of the stockholders entitled to such meetingdistribution or issuance or to vote upon such proposed consolidation, merger, liquidation, sale or conveyance to each registered Holder of Warrants at such Holder's its address appearing on the Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. (b) In the event the Company intends to make any distribution on its Common Stock (or other securities which may be issuable in lieu thereof upon the exercise of Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common Stock, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Registerregister, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distribution, issuance, consolidation, merger, liquidation, sale or conveyance.

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Warrants warrant shall be construed as conferring upon the Holders thereof holder hereof the right to vote or to receive dividends or to consent or to receive notice as shareholders a stockholder in respect of the any meetings of shareholders or stockholders for the election of directors of the Company or any other matter, /or as having any rights whatsoever as shareholders a stockholder of the Company; provided. If, however, that in at any time prior to the event that expiration of this warrant and prior to its exercise, any of the following events shall occur: (a) The Company shall take a meeting record of shareholders shall be called to consider and take action on a proposal the holders of its shares of Common Stock for the voluntary dissolution purpose of effecting a transaction described in Section 5.1; (b) A dissolution, liquidation or winding up of the Company, Company (other than in connection with a consolidation, merger consolidation or merger) or a sale of all, all or substantially all, all of its property, assets, assets and business and good will as an entiretyentirety shall be proposed to be voted upon by the stockholders of the Company; or (c) A merger or consolidation of the Company with or into any other company shall be proposed to be voted upon by the stockholders of the Company; then, then and in that event any one or more of said events, the Company shall cause a give written notice thereof of such event to be sent by first-class mail, postage prepaid, the holder of this warrant at least twenty fifteen (2015) days prior to the date fixed as a record date or the date of closing the transfer books in relation for the determination of the stockholders entitled to such meetingdividend or distribution resulting from such event, or entitled to each registered Holder vote on such proposed transaction, dissolution, liquidation, winding up, sale, merger or consolidation. Such notice shall specify such record date or the date of Warrants at such Holder's address appearing on closing the Warrant Register; but failure transfer books, as the case may be. Failure to mail or to receive give such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. (b) In the event the Company intends to make any distribution on its Common Stock (or other securities which may be issuable in lieu thereof upon the exercise of Warrants), including, without limitation, any such distribution to be made in connection with a consolidation proposed transaction, dissolution, liquidation, winding up, sale, merger or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common Stock, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distributionconsolidation.

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Warrants warrant shall be construed as conferring upon the Holders thereof holder hereof the right to vote or to receive dividends or to consent or to receive notice as shareholders a stockholder in respect of the any meetings of shareholders or stockholders for the election of directors of the Company or any other matter, matter/ or as having any rights whatsoever as shareholders a stockholder of the Company; provided. If, however, that in at any time prior to the event that expiration of this warrant and prior to its exercise, any of the following events shall occur: (a) The Company shall take a meeting record of shareholders shall be called to consider and take action on a proposal the holders of its shares of Common Stock for the voluntary dissolution purpose of effecting a transaction described in Section 5.1; (b) A dissolution, liquidation or winding up of the Company, Company (other than in connection with a consolidation, merger consolidation or merger) or a sale of all, all or substantially all, all of its property, assets, assets and business and good will as an entiretyentirety shall be proposed to be voted upon by the stockholders of the Company; or (c) A merger or consolidation of the Company with or into any other company shall be proposed to be voted upon by the stockholders of the Company; then, then and in that event any one or more of said events, the Company shall cause a give written notice thereof of such event to be sent by first-class mail, postage prepaid, the holder of this warrant at least twenty fifteen (2015) days prior to the date fixed as a record date or the date of closing the transfer books in relation for the determination of the stockholders entitled to such meetingdividend or distribution resulting from such event, or entitled to each registered Holder vote on such proposed transaction, dissolution, liquidation, winding up, sale, merger or consolidation. Such notice shall specify such record date or the date of Warrants at such Holder's address appearing on closing the Warrant Register; but failure transfer books, as the case may be. Failure to mail or to receive give such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. (b) In the event the Company intends to make any distribution on its Common Stock (or other securities which may be issuable in lieu thereof upon the exercise of Warrants), including, without limitation, any such distribution to be made in connection with a consolidation proposed transaction, dissolution, liquidation, winding up, sale, merger or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common Stock, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distributionconsolidation.

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Strasbourger Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders of the Company; provided, however, that in the event that a meeting of shareholders shall be called to consider and take action on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger or sale of all, or substantially all, of or its property, assets, business and good will as an entirety, then and in that event the Company shall cause a notice thereof to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed filed as a record date or the date of closing the transfer books in relation to such meeting, to each registered Holder of Strasbourger Warrants at such Holder's address appearing on in the Strasbourger Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. If such notice shall have been so given and if such a voluntary dissolution shall be authorized at such meeting or any adjournment thereof, then from and after the date on which such voluntary dissolution shall have been duly authorized by the shareholders, the purchase rights represented by the Strasbourger Warrants and all other rights with respect thereto shall cease and terminate. (b) In the event the Company intends to make any distribution on its Common Stock Shares (or other securities which may be issuable in lieu thereof upon the exercise of Strasbourger Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common StockShares, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Strasbourger Warrants at such Holder's address appearing on the Strasbourger Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distribution.

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders of the Company; provided, however, that in the event that a meeting of shareholders shall be called to consider and take action on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger or sale of all, or substantially all, of its property, assets, business and good will as an entirety, then and in that event the Company shall cause a notice thereof to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such meeting, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. (b) In the event If the Company intends to make any distribution on its Common Stock (or other securities which may be issuable in lieu thereof upon the exercise of Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporationsurviving entity, or to issue subscription rights or warrants to holders of its Common Stock, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distribution.

Notices to Holders. (a) 13.1 Nothing contained in this Agreement or in any of the Representative Warrants shall be construed as conferring to confer upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders of the Company; provided, however, that in the event that a meeting of shareholders shall be called to consider and take action on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger merger, or sale of all, or substantially all, of its property, assets, business and good will as an entirety, then and in that event the Company shall cause a notice thereof to be sent by first-first- class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such meeting, to each registered Holder of Registration Warrants at such Holder's address appearing on the Warrant Registerregister; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. If such notice shall have been so given and if such a voluntary dissolution shall be authorized at such meeting or any adjournment thereof, then from and after the date on which such voluntary dissolution shall have been duly authorized by the shareholders, the purchase rights represented by the Representative Warrants and all other rights with respect thereto shall cease and terminate. (b) 13.2 In the event the Company intends to make any distribution on or to shareholders of its Common Stock (or other securities which may be issuable in lieu thereof upon the exercise of Warrants)Stock, including, without limitation, any such dividend or distribution from earned surplus, any dividend or distribution of stock, assets or evidences of indebtedness, any distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporationsurviving corporation or any distribution of shares of stock of any corporation at least a majority of whose outstanding stock is owed by the Company, or to issue subscription rights or warrants to holders of its Common Stock, then the Company shall cause a notice of its intention to make such distribution to be sent by first-first- class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Representative Warrants at such Holder's address appearing on the Warrant Registerregister, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distributiondistribution or issuance.

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders of the CompanyCompany prior to the exercise hereof and such Holder becoming a holder of record of Shares; provided, however, that in the event that a any meeting of shareholders shall be called to consider and take action on a proposal for the voluntary dissolution of the Companycalled, other than in connection with a consolidation, merger or sale of all, or substantially all, of its property, assets, business and good will as an entirety, then and in that event the Company shall cause a notice thereof to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such meeting, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. (b) In the event If the Company intends to make any distribution on its Common Stock Shares (or other securities which may be issuable in lieu thereof upon the exercise of Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporationsurviving entity, or to issue subscription rights or warrants to holders of its Common StockShares, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distribution.

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders stockholders in respect of the meetings of shareholders stockholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders stockholders of the Company; provided, however, that in the event that a meeting of shareholders stockholders shall be called to consider and take action on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger or sale of all, or substantially all, of or its property, assets, business and good will as an entirety, then and in that event the Company shall cause a notice thereof to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed filed as a record date or the date of closing the transfer books in relation to such meeting, to each registered Holder of Warrants at such Holder's ’s address appearing on in the Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. If such notice shall have been so given and if such a voluntary dissolution shall be authorized at such meeting or any adjournment thereof, then from and after the date on which such voluntary dissolution shall have been duly authorized by the shareholders, the purchase rights represented by the Warrants and all other rights with respect thereto shall cease and terminate. (b) In the event the Company intends to make any distribution on its Common Stock Shares (or other securities which may be issuable in lieu thereof upon the exercise of Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common StockShares, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's ’s address appearing on the Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distribution.

Notices to Holders. In the event: (ai) Nothing contained in this Agreement of any capital reorganization or in recapitalization to which the Company is a party and for which approval of any of the Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company is required; (ii) the Company shall take a record of the holders of its Common Stock for the purpose of entitling them to receive any dividend or any other matterdistribution in Common Stock; or (iii) of the voluntary or involuntary dissolution, liquidation or any rights whatsoever as shareholders winding up of the Company; provided, however, that in the event that a meeting of shareholders shall be called to consider and take action on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger or sale of all, or substantially all, of its property, assets, business and good will as an entirety, then and in that event the Company shall cause a notice thereof to be sent given to the registered Warrant Holder at its address on the Warrant Register, at least ten (10) calendar days prior to the applicable record date, if any, hereinafter specified, or, if no such record date is specified, ten (10) calendar days prior to the taking of any action referred to in clauses (i) and (iii) above (but in no event later than the date that the Company provides public notice of any such action), by first-class registered mail, postage prepaid, at least twenty return receipt requested, a written notice stating (20X) days prior to the date fixed as on which any such capital reorganization, dissolution, liquidation or winding up is expected to become effective, (Y) the date on which a record date is to be taken for the purpose of such dividend or distribution and stating the amount and character of such dividend or distribution, or (Z) the date of closing which any such other action is to be effected, and, if applicable and known to the transfer books in relation Company, the date as of which it is expected that holders of record of Common Stock shall be entitled to exchange their shares for securities or other property, if any, deliverable upon such meetingcapital reorganization, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register; but dissolution, liquidation or winding up. The failure to mail or to receive such give the notice required by this Section 15 or any defect therein or in the mailing thereof shall not affect the legality or validity of any action taken in connection with such voluntary dividend, distribution, capital reorganization, dissolution. (b) In the event the Company intends to make any distribution on its Common Stock (, liquidation or winding up or other securities which may be issuable in lieu thereof action referred to above, or the vote upon the exercise of Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common Stock, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distributionaction.

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders of the CompanyCompany prior to the exercise hereof; provided, however, that in the event that a any meeting of shareholders shall be called to consider and take action on a proposal for the voluntary dissolution of the Companycalled, other than in connection with a consolidation, merger or sale of all, or substantially all, of its property, assets, business and good will as an entirety, then and in that event the Company shall cause a notice thereof to be sent by first-first- class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such meeting, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. (b) In the event If the Company intends to make any distribution on its Common Stock Shares (or other securities which may be issuable in lieu thereof upon the exercise of Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporationsurviving entity, or to issue subscription rights or warrants to holders of its Common StockShares, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distribution.

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders of the CompanyCompany prior to the exercise hereof and such Holder becoming a holder of record of Shares; provided, however, that in the event that a any meeting of shareholders shall be called to consider and take action on a proposal for the voluntary dissolution of the Companycalled, other than in connection with a consolidation, merger or sale of all, or substantially all, of its property, assets, business and good will as an entirety, then and in that event the Company shall cause a notice thereof to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such meeting, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. (b) In the event If the Company intends to make any distribution on its shares of Common Stock (or other securities which may be issuable in lieu thereof upon the exercise of Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporationsurviving entity, or to issue subscription rights or warrants to holders of its shares of Common Stock, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distribution.

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders of the CompanyCompany prior to the exercise hereof; provided, however, that in the event that a any meeting of shareholders shall be called to consider and take action on a proposal for the voluntary dissolution of the Companycalled, other than in connection with a consolidation, merger or sale of all, or substantially all, of its property, assets, business and good will as an entirety, then and in that event the Company shall cause a notice thereof to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such meeting, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. (b) In the event If the Company intends to make any distribution on its Common Stock Shares (or other securities which may be issuable in lieu thereof upon the exercise of Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporationsurviving entity, or to issue subscription rights or warrants to holders of its Common StockShares, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distribution.

Notices to Holders. If, at any time prior to the exercise of this Warrant, the Company shall propose: (ai) Nothing contained to pay a cash dividend or a dividend payable otherwise than in this Agreement cash, or in any of the Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders other distribution in respect of the meetings of shareholders Common Stock pursuant to, without limitation, any spin-off, split-off or the election of directors other distribution of the Company Company's assets; (ii) to distribute to all holders of Common Stock evidences of its indebtedness or assets or securities other than its Common Stock; (iii) to offer the holders of its Common Stock the right to subscribe for or purchase any shares of any class of securities or to receive any other matterrights; (iv) to effect any classification, reclassification, subdivision or other reorganization or recapitalization of the Common Stock which the Company is authorized to issue; (v) to effect a consolidation, merger, or any rights whatsoever as shareholders a conveyance of all or substantially all of the assets of the Company; provided, however, that in the event that a meeting of shareholders shall be called or (vi) to consider and take action on a proposal for effect the voluntary dissolution or involuntary dissolution, liquidation or winding up of the Company; then, other than in connection with a consolidation, merger or sale of all, or substantially all, of its property, assets, business and good will as an entirety, then and in that event each such case, the Company shall cause a give notice thereof in writing of such event to be sent by first-class mail, postage prepaidthe holders, at least twenty (20) 10 days prior to the date fixed as a record date or the date of closing the transfer books in relation for the determination of the shareholders entitled to such meetingdividend, distribution, or subscription rights, or for the determination of shareholders entitled to each registered Holder vote on such proposed issuance, classification, reclassification, subdivision, recapitalization, consolidation, merger, conveyance, dissolution, liquidation or winding up. Such notice shall specify such record date or the date of Warrants at such Holder's address appearing on closing the Warrant Register; but failure transfer books, as the case may be. Failure to publish, mail or to receive such notice or any defect therein or in the publication or mailing thereof shall not affect the validity of any action taken in connection with such voluntary dividend, distribution or subscription rights, or such proposed reorganization, consolidation, merger, conveyance, dissolution. (b) In , liquidation or winding up; provided, however, that any rights of the event holder with respect to any failure of the Company intends to make any distribution on its Common Stock (or other securities which may be issuable in lieu thereof upon the exercise give notice as provided herein of Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common Stock, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof action shall not affect the validity of be prejudiced by any action taken in connection with such distributionaction.

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Underwriter Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders of the Company; provided, however, that in the event that a meeting of shareholders shall be called to consider and take action act ion on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger or mercxx xx sale of all, or substantially all, of or its property, assets, business and good will as an entirety, . then and in that event the Company shall cause a notice thereof to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed filed as a record date or the date of closing closing, the transfer books in relation to such meeting, to each registered Holder of Underwriter Warrants at such Holder's address appearing on in the Underwriter Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. If such notice shall have been so given and if such a voluntary dissolution shall be authorized at such meeting or any adjournment thereof, then from and after the date on which such voluntary dissolution shall have been duly authorized by the shareholders, the purchase rights represented by the Underwriter Warrants and all other rights with respect thereto shall cease and terminate. (b) In the event the Company intends to make any distribution on its Common Stock Shares (or other securities which may be issuable in lieu thereof upon the exercise of Underwriter Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common StockShares, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Underwriter Warrants at such Holder's address appearing appearing, on the Underwriter Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection correction with such distribution.

Notices to Holders. (a) 14.1 Nothing contained in this Agreement agreement or in any of the Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders stockholders in respect of the meetings of shareholders stockholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders stockholders of the Company; provided, however, that in the event that a meeting of shareholders stockholders shall be called to consider and take action on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger merger, or sale of all, or substantially all, of its property, assets, business and good will as an entirety, then and in that event the Company shall cause a notice thereof to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such meeting, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Registerregister; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. If such notice shall have been so given and if such a voluntary dissolution shall be authorized at such meeting or any adjournment thereof, then from and after the date on which such voluntary dissolution shall have been duly authorized by the stockholders, the purchase rights represented by the Warrants and all other rights with respect thereto shall cease and terminate. (b) 14.2 In the event the Company intends to to: (a) make any distribution on or to holders of its Common Stock (or other securities which that may be issuable purchasable in lieu thereof upon the exercise of Warrants), including, without limitation, any such dividend or distribution from earned surplus, any dividend or distribution of stock, assets or evidences of indebtedness, any distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporation, surviving corporation or to any distribution of shares of stock of any corporation at least a majority of whose outstanding stock is owned by the Company, (b) issue subscription rights or warrants to holders of its Common Stock, (c) issue shares of its Common Stock (excluding shares issued in any of the transactions described in section 8 above) for a consideration per share less than the Fair Market Value on the date the Company fixes the offering price of such additional shares or (d) issue any securities convertible into or exchangeable for its Common Stock for a consideration per share of Common Stock initially deliverable upon conversion or exchange of such securities (determined as provided below) less than the then Fair Market Value or less than the Exercise Price in effect immediately prior to the issuance of such securities, then the Company shall cause a notice of its intention to make such distribution or issuance to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Registerregister, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distributiondistribution or issuance. All computations for purposes of this section 14 shall be made in accordance with the provisions of section 8 hereof.

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Underwriter Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders of the Company; provided, however, that in the event that a meeting of shareholders shall be called to consider and take action act ion on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger xxxxxx or sale of all, or substantially all, of or its property, assets, business and good will as an entirety, . then and in that event the Company shall cause a notice thereof to be sent by first-class mail, postage prepaid, at least twenty (20) 20 days prior to the date fixed filed as a record date or the date of closing closing, the transfer books in relation to such meeting, to each registered Holder of Underwriter Warrants at such Holder's address appearing on in the Underwriter Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. If such notice shall have been so given and if such a voluntary dissolution shall be authorized at such meeting or any adjournment thereof, then from and after the date on which such voluntary dissolution shall have been duly authorized by the shareholders, the purchase rights represented by the Underwriter Warrants and all other rights with respect thereto shall cease and terminate. (b) In the event the Company intends to make any distribution on its Common Stock Shares (or other securities which may be issuable in lieu thereof upon the exercise of Underwriter Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common StockShares, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) 20 days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Underwriter Warrants at such Holder's address appearing appearing, on the Underwriter Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection correction with such distribution.

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders of the Company; provided, however, that in the event that a meeting of shareholders -------- ------- shall be called to consider and take action on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger or sale of all, or substantially all, of its property, assets, business and good will as an entirety, then and in that event the Company shall cause a notice thereof to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such meeting, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. (b) In the event the Company intends to make any distribution on its Common Stock (or other securities which may be issuable in lieu thereof upon the exercise of Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common Stock, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distribution.

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders of the Company; providedPROVIDED, howeverHOWEVER, that in the event that a meeting of shareholders shall be called to consider and take action on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger or sale of all, or substantially all, of its property, assets, business and good will as an entirety, then and in that event the Company shall cause a notice thereof to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such meeting, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. (b) In the event the Company intends to make any distribution on its Common Stock (or other securities which may be issuable in lieu thereof upon the exercise of Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common Stock, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distribution.

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Warrants Representative's Warrant shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders of the Company; provided, however, that in the event that a meeting of shareholders shall be called to consider and take action on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger or sale of all, or substantially all, of or its property, assets, business and good will as an entirety, then and in that event event, the Company shall cause a notice thereof to be sent by first-class mail, postage prepaid, at least twenty (20) 20 days prior to the date fixed filed as a record date or the date of closing closing, the transfer books in relation to such meeting, to each registered Holder of Warrants Representative's Warrant at such Holder's ’s address appearing on in the Representative Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. If such notice shall have been so given and if such a voluntary dissolution shall be authorized at such meeting or any adjournment thereof, then from and after the date on which such voluntary dissolution shall have been duly authorized by the shareholders, the purchase rights represented by the Representative's Warrant and all other rights with respect thereto shall cease and terminate. (b) In the event the Company intends to make any distribution on its Common Stock Shares (or other securities which may be issuable in lieu thereof upon the exercise of WarrantsRepresentative's Warrant), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common StockShares, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) 20 days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants Representative's Warrant at such Holder's ’s address appearing appearing, on the Representative Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection correction with such distribution.

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Underwriter Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders of the Company; provided, however, that in the event that a meeting of shareholders shall be called to consider and take action act ion on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger xxxxxx or sale of all, or substantially all, of or its property, assets, business and good will as an entirety, . then and in that event the Company shall cause a notice thereof to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed filed as a record date or the date of closing closing, the transfer books in relation to such meeting, to each registered Holder of Underwriter Warrants at such Holder's address appearing on in the Underwriter Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. If such notice shall have been so given and if such a voluntary dissolution shall be authorized at such meeting or any adjournment thereof, then from and after the date on which such voluntary dissolution shall have been duly authorized by the shareholders, the purchase rights represented by the Underwriter Warrants and all other rights with respect thereto shall cease and terminate. (b) In the event the Company intends to make any distribution on its Common Stock Shares (or other securities which may be issuable in lieu thereof upon the exercise of Underwriter Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common StockShares, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Underwriter Warrants at such Holder's address appearing appearing, on the Underwriter Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection correction with such distribution.

Notices to Holders. If the Company shall propose (a) Nothing contained to pay any dividend payable in this Agreement or in stock of any class to the holders of the Warrants shall be construed as conferring upon the Holders thereof the right to vote its Common Stock or to receive dividends make any other distribution to the holders of its Common Stock; (b) to offer to the holders of its Common Stock rights to subscribe for or to consent purchase any Convertible Securities or to receive notice as shareholders in respect Additional Shares of the meetings Common Stock, Other Securities or shares of shareholders or the election stock of directors of the Company any class or any other mattersecurities, rights or options; (c) to effect any rights whatsoever as shareholders reclassification of its Common Stock; (d) to effect any capital reorganization; (e) to effect any consolidation, merger or sale, transfer or other disposition of all or substantially all its property, assets or business; (f) to effect the liquidation, dissolution or winding up of the Company; provided, however, that in the event that or (g) to hold a special meeting of shareholders shall be called to consider and take action on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger or sale of all, or substantially all, holders of its property, assets, business and good will as an entiretyCommon Stock (a "Stockholders' Meeting"), then and in that event each such case, the Company shall cause give to each Holder of a Warrant, in accordance with Section 9.5 hereof, a notice thereof of such proposed action. Such notice (i) shall specify the date on which a record is to be sent taken for the purposes of such stock dividend, distribution or rights or the date on which such reclassification, reorganization, consolidation, merger, sale, transfer, disposition, liquidation, dissolution or winding up is to take place and the date of participation therein by first-class mailthe holders of Common Stock, postage prepaidif any such date is to be fixed, and (ii) shall set forth such facts as shall be reasonably necessary to indicate the effect of such action on the Common Stock, the number and kind of any other shares of stock that will constitute a Stock Unit and the purchase price or prices thereof after giving effect to any adjustment that will be required as a result of such action. Such notice shall be given, in the case of any action covered by clause (a) or (b) above, at least twenty 30 days prior to the record date for determining holders of the Common Stock for purposes of such action and, in the case of any action covered by clauses (20c) through (g), at least 30 days prior to the date fixed as a record date of the taking of such proposed action or the date of closing participation therein by the transfer books in relation to such meetingholders of Common Stock, to whichever shall be the earlier. The Company will allow each registered Holder of Warrants at such Holder's address appearing on to attend any Stockholders' Meeting held during the Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity terms of any action taken in connection with such voluntary dissolutionthis Agreement. (b) In the event the Company intends to make any distribution on its Common Stock (or other securities which may be issuable in lieu thereof upon the exercise of Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common Stock, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distribution.

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Xxxxxxxxx Xxxx Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders of the Company; provided, however, that in the event that a meeting of shareholders shall be called to consider and take action on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger or sale of all, or substantially all, of its property, assets, business and good will as an entirety, then and in that event the Company shall cause a notice thereof to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed filed as a record date or the date of closing the transfer books in relation to such meeting, to each registered Holder of Xxxxxxxxx Xxxx Warrants at such Holder's address appearing on the Xxxxxxxxx Xxxx Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. If such notice shall have been so given and if such a voluntary dissolution shall be authorized at such meeting or any adjournment thereof, then from and after the date on which such voluntary dissolution shall have been duly authorized by the shareholders, the purchase rights represented by the Xxxxxxxxx Xxxx Warrants and all other rights with respect thereto shall cease and terminate. (b) In the event the Company intends to make any distribution on its Common Stock (or other securities which may be issuable in lieu thereof upon the exercise of Xxxxxxxxx Xxxx Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common Stock, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Xxxxxxxxx Xxxx Warrants at such Holder's address appearing on the Xxxxxxxxx Xxxx Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distribution.

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders of the Company; provided, however, that in the event that a meeting of shareholders shall be called to consider and take action on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger or sale of all, or substantially all, of its property, assets, business and good will as an entirety, then and in that event the Company shall cause a notice thereof to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such meeting, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. (b) In the event If the Company intends to make any distribution on its Class A Common Stock (or other securities which may be issuable in lieu thereof upon the exercise of Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporationsurviving entity, or to issue subscription rights or warrants to holders of its Class A Common Stock, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distribution.

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Underwriter Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders of the Company; providedPROVIDED, howeverHOWEVER, that in the event that a meeting of shareholders shall be called to consider and take action on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger or sale of all, or substantially all, of or its property, assets, business and good will as an entirety, . then and in that event the Company shall cause a notice thereof to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed filed as a record date or the date of closing of the transfer books in relation to such meeting, to each registered Holder of Underwriter Warrants at such Holder's address appearing on in the Underwriter Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. If such notice shall have been so given and if such a voluntary dissolution shall be authorized at such meeting or any adjournment thereof, then from and after the date on which such voluntary dissolution shall have been duly authorized by the shareholders, the purchase rights represented by the Underwriter Warrants and all other rights with respect thereto shall cease and terminate. (b) In the event the Company intends to make any distribution on its Common Stock Shares (or other securities which may be issuable in lieu thereof upon the exercise of Underwriter Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common Stock, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distribution.a

Notices to Holders. (a) Nothing contained in this Agreement or in any of the Underwriter Warrants shall be construed as conferring upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders of the Company; provided, however, that in the event that a meeting of shareholders shall be called to consider and take action on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger or sale of all, or substantially all, of or its property, assets, business and good will as an entirety, . then and in that event the Company shall cause a notice thereof to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed filed as a record date or the date of closing of the transfer books in relation to such meeting, to each registered Holder of Underwriter Warrants at such Holder's address appearing on in the Underwriter Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. If such notice shall have been so given and if such a voluntary dissolution shall be authorized at such meeting or any adjournment thereof, then from and after the date on which such voluntary dissolution shall have been duly authorized by the shareholders, the purchase rights represented by the Underwriter Warrants and all other rights with respect thereto shall cease and terminate. (b) In the event the Company intends to make any distribution on its Common Stock Shares (or other securities which may be issuable in lieu thereof upon the exercise of Underwriter Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common StockShares, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Underwriter Warrants at such Holder's address appearing appearing, on the Underwriter Warrant Register, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection correction with such distribution.

Notices to Holders. (a) 13.1 Nothing contained in this Agreement or in any of the Representative Warrants shall be construed as conferring to confer upon the Holders thereof the right to vote or to receive dividends or to consent or to receive notice as shareholders in respect of the meetings of shareholders or the election of directors of the Company or any other matter, or any rights whatsoever as shareholders of the Company; provided, however, that in the event that a meeting of shareholders shall be called to consider and take action on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger merger, or sale of all, or substantially all, of its property, assets, business and good will as an entirety, then and in that event the Company shall cause a notice thereof to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such meeting, to each registered Holder of Registration Warrants at such Holder's address appearing on the Warrant Registerregister; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. If such notice shall have been so given and if such a voluntary dissolution shall be authorized at such meeting or any adjournment thereof, then from and after the date on which such voluntary dissolution shall have been duly authorized by the shareholders, the purchase rights represented by the Representative Warrants and all other rights with respect thereto shall cease and terminate. (b) 13.2 In the event the Company intends to make any distribution on or to shareholders of its Common Stock (or other securities which may be issuable in lieu thereof upon the exercise of Warrants)Stock, including, without limitation, any such dividend or distribution from earned surplus, any dividend or distribution of stock, assets or evidences of indebtedness, any distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporationsurviving corporation or any distribution of shares of stock of any corporation at least a majority of whose outstanding stock is owed by the Company, or to issue subscription rights or warrants to holders of its Common Stock, then the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Representative Warrants at such Holder's address appearing on the Warrant Registerregister, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distributiondistribution or issuance.

Notices to Holders. (a) 13.1 Nothing contained in this Warrant Agreement or in any of the Warrants shall be construed as conferring upon the Holders thereof as such the right to vote or to receive dividends or to consent or to receive notice as shareholders stockholders in respect of the meetings of shareholders stockholders or the election of directors of the Company or any other matter, matter or any other rights whatsoever as shareholders stockholders of the Company; provided, however, that in . 13.2 In the event the Company intends to: (a) make any distribution on or with respect to its Preferred Stock (or other securities that a meeting may then be issuable in lieu thereof upon the exercise of shareholders shall be called to consider and take action on a proposal for the voluntary dissolution of the CompanyWarrants), other than in connection with a consolidation, merger the ordinary stated dividend on the Preferred Stock, (b) issue subscription rights or sale of all, or substantially all, warrants to holders of its propertyPreferred Stock, (c) consolidate or merge with or into another entity, (d) liquidate, dissolve or sell or otherwise dispose of substantially all its assets, business and good will as or (e) take any other action that would result in an entiretyadjustment to the Exercise Price or an adjustment to the number of Warrant Shares that the Holder of a Warrant shall be entitled to receive upon exercise thereof, then and in that event the Company shall cause a notice thereof of its intention to take such action to be sent by first-class mail, postage prepaid, at least twenty (20) 20 days prior to the date fixed as a record date or the date of closing the transfer books in relation for the determination of the stockholders entitled to such meetingdistribution or issuance or to vote upon such proposed consolidation, merger, liquidation, sale or conveyance to each registered Holder of Warrants at such Holder's its address appearing on the Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. (b) In the event the Company intends to make any distribution on its Common Stock (or other securities which may be issuable in lieu thereof upon the exercise of Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common Stock, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Registerregister, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distribution, issuance, consolidation, merger, liquidation, sale or conveyance.

Notices to Holders. (a) 13.1 Nothing contained in this Warrant Agreement or in any of the Warrants shall be construed as conferring upon the Holders Holder(s) thereof as such the right to vote or to receive dividends or to consent or to receive notice as shareholders stockholders in respect of the meetings of shareholders stockholders or the election of directors of the Company or any other mattermatter or any other rights whatsoever as stockholders of the Company. 13.2 In the event the Company intends to: (a) make any distribution on or with respect to its Common Stock (or other securities that may then be issuable in lieu thereof upon the exercise of Warrants), including without limitation any dividend or distribution from earned surplus, any dividend or distribution of stock, assets or evidences of indebtedness, or any similar distribution, (b) issue subscription rights whatsoever as shareholders or warrants to holders of its Common Stock, (c) consolidate or merge with or into another entity, (d) liquidate, dissolve or sell or otherwise dispose of substantially all its assets, or (e) take any other action that would result in an adjustment to the Company; provided, however, Exercise Price or an adjustment to the number of Warrant Shares that in the event that Holder of a meeting of shareholders Warrant shall be called entitled to consider and take action on a proposal for the voluntary dissolution of the Company, other than in connection with a consolidation, merger or sale of all, or substantially all, of its property, assets, business and good will as an entiretyreceive upon exercise thereof, then and in that event the Company shall cause a notice thereof of its intention to take such action to be sent by first-class mail, postage prepaid, at least twenty (20) 20 days prior to the date fixed as a record date or the date of closing the transfer books in relation for the determination of the stockholders entitled to such meetingdistribution or issuance or to vote upon such proposed consolidation, merger, liquidation, sale or conveyance to each registered Holder of Warrants at such the Holder's address appearing on the Warrant Register; but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such voluntary dissolution. (b) In the event the Company intends to make any distribution on its Common Stock (or other securities which may be issuable in lieu thereof upon the exercise of Warrants), including, without limitation, any such distribution to be made in connection with a consolidation or merger in which the Company is the continuing corporation, or to issue subscription rights or warrants to holders of its Common Stock, the Company shall cause a notice of its intention to make such distribution to be sent by first-class mail, postage prepaid, at least twenty (20) days prior to the date fixed as a record date or the date of closing the transfer books in relation to such distribution, to each registered Holder of Warrants at such Holder's address appearing on the Warrant Registerregister, but failure to mail or to receive such notice or any defect therein or in the mailing thereof shall not affect the validity of any action taken in connection with such distribution, issuance, consolidation, merger, liquidation, sale or conveyance.