Common use of Notification by the Company Clause in Contracts

Notification by the Company. In case at any time while this Warrant remains outstanding: (a) the Company shall declare any dividend or make any distribution upon its Common Stock or any other class of its capital stock; or (b) the Company shall offer for subscription pro rata to the holders of its Common Stock or any other class of its capital stock any additional shares of stock of any class or any other securities convertible into or exchangeable for shares of stock or any rights or options to subscribe thereto; or (c) the Board of Directors of the Company shall authorize any capital reorganization, reclassification, or similar transaction involving the capital stock of the Company, or a sale or conveyance of all or a substantial part of the assets of the Company, or a consolidation, merger, or business combination of the Company; or (d) actions or proceedings shall be authorized or commenced for a voluntary or involuntary dissolution, liquidation, or winding-up of the Company; then, in any one or more of such cases, the Company shall give written notice to the Holder, at the earliest time legally practicable (and not less than 20 days before any record date or other date set for definitive action) of the date on which (i) the books of the Company shall close or a record shall be taken for such dividend, distribution, or subscription rights or options or (ii) such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, or winding-up shall take place or be voted on by shareholders of the Company, as the case may be. Such notice shall also specify the date as of which the holders of the Common Stock of record shall participate in said dividend, distribution, subscription rights, or options or shall be entitled to exchange their Common Stock for securities or other property deliverable upon such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, or winding-up, as the case may be. If the action in question or the record date is subject to the effectiveness of a registration statement under the Securities Act or to a favorable vote of shareholders, the notice required by this Section 4 shall so state.

Notification by the Company. In case at any time while this Warrant remains outstandingtime: (ai) the Company shall declare any dividend or make any distribution upon its Common Stock or any other class of its capital stock; or (bii) the Company shall offer for subscription pro rata PRO RATA to the holders of its Common Stock or any other class of its capital stock any additional shares of stock of any class or any other securities convertible into or exchangeable for shares of stock or any rights or options to subscribe thereto; or (ciii) the Board of Directors of the Company shall authorize any capital reorganization, reclassification, reclassification or similar transaction involving the capital stock of the Company, or a sale or conveyance of all or a substantial part of the assets of the Company, or a consolidation, merger, merger or business combination of the CompanyCompany with another Person; or (div) actions or proceedings shall be authorized or commenced for a voluntary or involuntary dissolution, liquidation, liquidation or winding-up of the Company; then, in any one or more of such cases, the Company shall give written notice to the Holder, at the earliest time legally practicable (and not less than 20 15 days before any record date or other date set for definitive action) of the date on which (iA) the books of the Company shall close or a record shall be taken for such dividend, distribution, distribution or subscription rights or options or (iiB) such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-winding up shall take place or be voted on by shareholders of the Company, as the case may be. Such notice shall also specify the date as of which the holders of the Common Stock of record shall participate in said dividend, distribution, subscription rights, rights or options or shall be entitled to exchange their Common Stock for securities or other property deliverable upon such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up, as the case may be. If the action in question or the record date is subject to the effectiveness of a registration statement under the Securities Act or to a favorable vote of shareholders, the notice required by this Section 4 6 shall so state.

Notification by the Company. In case at any time while this Warrant remains outstanding: (a) the Company shall declare any dividend or make any distribution upon its Common Stock or any other class of its capital stock; or (b) the Company shall offer for subscription pro rata to the holders of its Common Stock or any other class of its capital stock any additional shares of stock of any class or any other securities convertible into or exchangeable for shares of stock or any rights or options to subscribe thereto; or (c) the Board of Directors of the Company shall authorize any capital reorganization, reclassification, reclassification or similar transaction involving the capital stock of the Company, or a sale or conveyance of all or a substantial part of the assets of the Company, or a consolidation, merger, merger or business combination of the CompanyCompany with another Person; or (d) actions or proceedings shall be authorized or commenced for a voluntary or involuntary dissolution, liquidation, liquidation or winding-up of the Company; then, in any one or more of such cases, the Company shall give written notice to the Holder, at the earliest time legally practicable (and not less than 20 days before any record date or other date set for definitive action) of the date on which (i) the books of the Company shall close or a record shall be taken for such dividend, distribution, distribution or subscription rights or options or (ii) such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up shall take place or be voted on by shareholders of the Company, as the case may be. Such notice shall also specify the date as of which the holders of the Common Stock of record shall participate in said dividend, distribution, subscription rights, or options or shall be entitled to exchange their Common Stock for securities or other property deliverable upon such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, or winding-up, as the case may be. If the action in question or the record date is subject to the effectiveness of a registration statement under the Securities Act or to a favorable vote of shareholders, the notice required by this Section 4 shall so state.subscription

Notification by the Company. In case at any time while this Warrant remains outstanding: (a) the Company shall declare any dividend or make any distribution upon its Common Stock or any other class of its capital stock; or (b) the Company shall offer for subscription pro rata to the holders of its Common Stock or any other class of its capital stock any additional shares of stock of any class or any other securities convertible into or exchangeable for shares of stock or any rights or options to subscribe thereto; or (c) the Board of Directors of the Company shall authorize any capital reorganization, reclassification, reclassification or similar transaction involving the capital stock of the Company, or a sale or conveyance of all or a substantial part of the assets of the Company, or a consolidation, merger, merger or business combination of the CompanyCompany with another Person; or (d) actions or proceedings shall be authorized or commenced for a voluntary or involuntary dissolution, liquidation, liquidation or winding-up of the Company; then, in any one or more of such cases, the Company shall give written notice to the Holder, at the earliest time legally practicable (and not less than 20 days before any record date or other date set for definitive action) of the date on which (i) the books of the Company shall close or a record shall be taken for such dividend, distribution, distribution or subscription rights or options or (ii) such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up shall take place or be voted on by shareholders of the Company, as the case may be. Such notice shall also specify the date as of which the holders of the Common Stock of record shall participate in said dividend, distribution, subscription rights, rights or options or shall be entitled to exchange their Common Stock for securities or other property deliverable upon such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up, as the case may be. If the action in question or the record date is subject to the effectiveness of a registration statement under the Securities Act or to a favorable vote of shareholders, the notice required by this Section 4 5 shall so state.

Notification by the Company. In case at any time while this Warrant remains outstandingtime: (ai) the Company shall declare any dividend or make any distribution upon its Common Stock or any other class of its capital stockStock; or (bii) the Company shall offer for subscription pro pro-rata to the holders of its Common Stock or any other class of its capital stock any additional shares of stock of any class or any other securities convertible into or exchangeable for shares of stock or any rights or options to subscribe thereto; or (ciii) the Board of Directors of the Company shall authorize any capital reorganization, reclassification, reclassification or similar transaction involving the capital stock of the Company, or a sale or conveyance of all or a substantial part of the assets of the Company, or a consolidation, merger, merger or business combination of the CompanyCompany with another Person; or (div) actions or proceedings shall be authorized or commenced for a voluntary or involuntary dissolution, liquidation, liquidation or winding-up of the Company; then, in any one or more of such cases, the Company shall give written notice to the Holder, at the earliest time legally practicable (and not less than 20 30 days before any record date or other date set for definitive action) of the date on which (iA) the books of the Company shall close or a record shall be taken for such dividend, distribution, distribution or subscription rights or options or (iiB) such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up shall take place or be voted on by shareholders stockholders of the Company, as the case may be. Such notice shall also specify the date as of which the holders of the Common Stock of record shall participate in said dividend, distribution, subscription rights, rights or options or shall be entitled to exchange their Common Stock for securities or other property deliverable upon such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up, as the case may be. If the action in question or the record date is subject to the effectiveness of a registration statement under the Securities Act or to a favorable vote of shareholdersstockholders, the notice required by this Section 4 9 shall so state.

Notification by the Company. In case at any time while this Warrant remains outstandingtime: (ai) the Company shall declare any dividend or make any distribution upon its the Common Stock or any other class of its capital stockShares; or (bii) the Company shall offer for subscription pro rata to the holders of its Common Stock or any other class of its capital stock Shares any additional shares of stock of any class or any other securities convertible into or exchangeable for shares of stock or any rights or options to subscribe thereto; or (ciii) the Board of Directors of the Company shall authorize any capital reorganization, reclassification, reclassification or similar transaction involving the capital stock of the Company, or a sale or conveyance of all or a substantial part substantially all of the assets of the Company, or a consolidation, merger, merger or business combination of the CompanyCompany with another entity; or (div) actions or proceedings shall be authorized or commenced for a voluntary or involuntary dissolution, liquidation, liquidation or winding-up of the Company; then, in any one or more of such cases, the Company shall give written notice to the Holder, at the earliest time legally practicable (and not less than 20 days before any record date or other date set for definitive action) of the date on which (iA) the books of the Company shall close or a record shall be taken for such dividend, distribution, distribution or subscription rights or options or (iiB) such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up shall take place or be voted on by shareholders of the Company, as the case may be. Such notice shall also specify the date as of which the holders of the Common Stock Shares of record shall participate in said such dividend, distribution, subscription rights, rights or options or shall be entitled to exchange their Common Stock Shares for securities or other property deliverable upon such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up, as the case may be. If the action in question or the record date is subject to the effectiveness of a registration statement under the Securities Act or to a favorable vote of shareholders, the notice required by this Section 4 shall so state.COMMON STOCK PURCHASE WARRANT

Notification by the Company. In case at any time while this Warrant remains outstanding:time: --------------------------- (ai) the Company shall declare any dividend or make any distribution upon its Class A Common Stock or any other class of its capital stock; or (bii) the Company shall offer for subscription pro rata to the holders --- ---- of its Class A Common Stock or any other class of its capital stock any additional shares of stock of any class or any other securities convertible into or exchangeable for shares of stock or any rights or options to subscribe thereto; or (ciii) the Board of Directors of the Company shall authorize any capital reorganization, reclassification, reclassification or similar transaction involving the capital stock of the Company, or a sale or conveyance of all or a substantial part of the assets of the Company, or a consolidation, merger, merger or business combination of the CompanyCompany with another Person; or (div) actions or proceedings shall be authorized or commenced for a voluntary or involuntary dissolution, liquidation, liquidation or winding-up of the Company; then, in any one or more of such cases, the Company shall give written notice to the Holder, at the earliest time legally and reasonably practicable (and not less than 20 days before any record date or other date set for definitive action) of the date on which (iA) the books of the Company shall close or a record shall be taken for such dividend, distribution, distribution or subscription rights or options or (iiB) such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up shall take place or be voted on by shareholders stockholders of the Company, as the case may be. Such notice shall also specify the date as of which the holders of the Class A Common Stock of record shall participate in said dividend, distribution, subscription rights, rights or options or shall be entitled to exchange their Common Stock for securities or other property deliverable upon such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up, as the case may be. If the action in EXHIBIT A Page 14 question or the record date is subject to the effectiveness of a registration statement under the Securities Act or to a favorable vote of shareholdersstockholders, the notice required by this Section 4 6 shall so state.

Notification by the Company. In case at any time while this Warrant remains outstandingtime: (ai) the Company shall declare any dividend or make any distribution upon its Common Stock or any other class of its capital stock; or (bii) the Company shall offer for subscription pro rata to the holders of its Common Stock or any other class of its capital stock any additional shares of stock of any class or any other securities convertible into or exchangeable for shares of stock or any rights or options to subscribe thereto; or (ciii) the Board of Directors of the Company shall authorize any capital reorganization, reclassification, reclassification or similar transaction involving the capital stock of the Company, or a sale or conveyance of all or a substantial part of the assets asserts of the Company, or a consolidation, merger, merger or business combination of the CompanyCompany with another Person; or (div) actions or proceedings shall be authorized or commenced for a voluntary or involuntary dissolution, liquidation, liquidation or winding-up of the Company; then, in any one or more of such cases, the Company (through the Warrant Agent) shall give written notice to the Holder, at the earliest time legally practicable (and and, in any event, not less than 20 10 days before any record date or other date set for definitive actionwith respect to any action covered by clause (I) of the date on which (i) the books of the Company shall close or a record shall be taken for such dividend, distribution, or subscription rights or options or (ii) such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidationabove, or winding-up shall take place or be voted on by shareholders at least 20 Business Days prior to the earliest of the Company, as date of the case may betaking of any other such proposed action or the date of participation therein by the holders of Common Stock. Such notice shall also specify the date as of which the holders of the Common Stock of record shall participate in said dividend, distribution, subscription rights, rights or options or shall be entitled to exchange their Common Stock for securities or other property deliverable upon such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up, as the case may be. If the action in question or the record date is subject to the effectiveness of a registration statement under the Securities Act or to a favorable vote of shareholders, the notice required by this Section 4 6 shall so state.

Notification by the Company. In case at any time while this Warrant remains outstandingtime: (ai) the Company shall declare any dividend or make any distribution upon its Common Stock or any other class of its capital stockStock; or (bii) the Company shall offer for subscription pro rata to the holders of its Common Stock or any other class of its capital stock any additional shares of stock of any class or any other securities convertible into or exchangeable for shares of stock or any rights or options to subscribe thereto; or (ciii) the Board of Directors of the Company shall authorize any capital reorganization, reclassification, reclassification or similar transaction involving the capital stock of the Company, or a sale or conveyance of all or a substantial part of the assets of the Company, or a consolidation, merger, merger or business combination of the CompanyCompany with another Person; or (div) actions or proceedings shall be authorized or commenced for a voluntary or involuntary dissolution, liquidation, liquidation or winding-up of the Company; then, in any one or more of such cases, the Company shall give written notice to the Holder, at the earliest time legally practicable (and not less than 20 30 days before any record date or other date set for definitive action) of the date on which (iA) the books of the Company shall close or a record shall be taken for such dividend, distribution, distribution or subscription rights or options or (iiB) such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up shall take place or be voted on by shareholders stockholders of the Company, as the case may be. Such notice shall also specify the date as of which the holders of the Common Stock of record shall participate in said dividend, distribution, subscription rights, rights or options or shall be entitled to exchange their Common Stock for securities or other property deliverable upon such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up, as the case may be. If the action in question or the record date is subject to the effectiveness of a registration statement under the Securities Act or to a favorable vote of shareholdersstockholders, the notice required by this Section 4 9 shall so state.

Notification by the Company. In case at any time while this Warrant remains outstandingtime: (ai) the Company shall declare any dividend or make any distribution upon its Class A Common Stock or any other class of its capital stock; or (bii) the Company shall offer for subscription pro rata to the holders of its Class A Common Stock or any other class of its capital stock any additional shares of stock of any class or any other securities convertible into or exchangeable for shares of stock or any rights or options to subscribe thereto; or (ciii) the Board of Directors of the Company shall authorize any capital reorganization, reclassification, or similar transaction involving the capital stock of the Company, or a sale or conveyance of all or a substantial part of the assets of the Company, or a consolidation, merger, merger or business combination of the CompanyCompany with another Person; or (div) actions or proceedings shall be authorized or commenced for a voluntary or involuntary dissolution, liquidation, liquidation or winding-up of the Company; then, in any one or more of such cases, the Company shall give written notice to the Holder, at the earliest time legally and reasonably practicable (and not less than 20 days before any record date or other date set for definitive action) of the date on which (iA) the books of the Company shall close or a record shall be taken for such dividend, distribution, distribution or subscription rights or options or (iiB) such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up shall take place or be voted on by shareholders stockholders of the Company, as the case may be. Such notice shall also specify the date as of which the holders of the Class A Common Stock of record shall participate in said dividend, distribution, subscription rights, rights or options or shall be entitled to exchange their Common Stock for securities or other property deliverable upon such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up, as the case may be. If the action in question or the record date is subject to the effectiveness of a registration statement under the Securities Act or to a favorable vote of shareholdersstockholders, the notice required by this Section 4 6 shall so state.

Notification by the Company. In case at any time while this Warrant remains outstandingtime: (ai) the Company shall declare pay any dividend payable in stock upon Common Shares or make any distribution upon its (other than cash dividends which are not in a greater amount per share than the then recent cash dividend) to the holders of the Common Stock or any other class of its capital stock; orShares; (bii) the Company shall make an offer for subscription pro rata to the holders of its Common Stock or any other class Shares of its capital stock any additional shares of stock of any class or any other securities convertible into or exchangeable for shares of stock or any rights or options to subscribe thereto; orrights; (ciii) the Board of Directors of the Company there shall authorize be any capital reorganization, reclassification, or similar transaction involving reclassification of the capital stock of the Company, consolidation or a merger of the Company with, or sale or conveyance of all or a substantial part substantially all of the its assets of the Companyto, or a consolidation, merger, or business combination of the Companyanother corporation; or (div) actions or proceedings there shall be authorized or commenced for a voluntary or involuntary dissolution, liquidation, liquidation or winding-up of the Company; then, in any one or more of such cases, the Company shall give written notice to the Holder, at the earliest time legally practicable (and not less than 20 days before any record date or other date set for definitive action) registered holder of this Warrant of the date on which (ia) the books of the Company shall close close, or a record shall be taken for such dividend, distributiondistribution or subscription rights, or subscription rights or options or (iib) such reorganization, reclassification, sale, conveyance, consolidation, merger, sale, dissolution, liquidation, liquidation or winding-up shall take place or be voted on by shareholders of the Companyplace, as the case may be. Such notice shall also specify the date as of which the holders of the Common Stock of record shall participate in said dividend, distribution, distribution or subscription rightsrights are payable, or options or the date as of which the holders shall be entitled to exchange their Common Stock Shares for securities or other property deliverable upon such reorganization, reclassification, sale, conveyance, consolidation, merger, sale, dissolution, liquidation, or winding-up, as the case may be. If Such written notice shall be given not less than 30 and not more than 90 days prior to the action record date or the date on which the Company's transfer books are closed in question or respect thereto and such notice may state that the record date is subject to to, the effectiveness of a registration statement under the Securities Act Act, or to a favorable vote of shareholdersthe stockholders, the notice required by this Section 4 shall so stateif either is required.

Notification by the Company. In case at any time while this Warrant remains outstanding: (a) the Company shall declare any dividend or make any distribution upon its Common Stock or any other class of its capital stock; oror 146 (b) the Company shall offer for subscription pro rata to the holders of its Common Stock or any other class of its capital stock any additional shares of stock of any class or any other securities convertible into or exchangeable for shares of stock or any rights or options to subscribe thereto; or (c) the Board of Directors of the Company shall authorize any capital reorganization, reclassification, reclassification or similar transaction involving the capital stock of the Company, or a sale or conveyance of all or a substantial part of the assets of the Company, or a consolidation, merger, merger or business combination of the CompanyCompany with another Person; or (d) actions or proceedings shall be authorized or commenced for a voluntary or involuntary dissolution, liquidation, liquidation or winding-up of the Company; then, in any one or more of such cases, the Company shall give written notice to the Holder, at the earliest time legally practicable (and not less than 20 days before any record date or other date set for definitive action) of the date on which (i) the books of the Company shall close or a record shall be taken for such dividend, distribution, distribution or subscription rights or options or (ii) such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up shall take place or be voted on by shareholders of the Company, as the case may be. Such notice shall also specify the date as of which the holders of the Common Stock of record shall participate in said dividend, distribution, subscription rights, rights or options or shall be entitled to exchange their Common Stock for securities or other property deliverable upon such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up, as the case may be. If the action in question or the record date is subject to the effectiveness of a registration statement under the Securities Act or to a favorable vote of shareholders, the notice required by this Section 4 5 shall so state.

Notification by the Company. In case at any time while this Warrant remains outstandingtime: (ai) the Company shall declare any dividend or make any distribution upon its Common Stock or any other class of its capital stockStock; or (bii) the Company shall offer for subscription pro rata to sale, or shall otherwise issue (except upon exercise of the holders of its Common Stock or any other class of its capital stock Existing Warrants), any additional shares of stock of any class or any other securities convertible into or exchangeable for shares of stock or any rights or options to subscribe thereto; or (ciii) the Board of Directors of the Company shall authorize any capital reorganization, reclassification, reclassification or similar transaction involving the capital stock of the Company, or a sale or conveyance of all or a substantial part substantially all of the assets of the Company, or a consolidation, merger, merger or business combination of the CompanyCompany with another Person; or (div) actions or proceedings shall be authorized or commenced for a voluntary or involuntary dissolution, liquidation, liquidation or winding-up of the Company; then, in any one or more of such cases, the Company shall give written notice to the Holder, at the earliest time legally practicable (and not less than 20 30 days before any record date or other date set for definitive action) of the date on which (iA) the books of the Company shall close or a record shall be taken for such dividend, distribution, distribution or subscription rights sale or options other issuance or (iiB) such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up shall take place or be voted on by shareholders stockholders of the Company, as the case may be. Such notice shall also specify the date as of which the holders of the Common Stock of record shall participate in said dividend, distribution, subscription rights, sale or options other issuance or shall be entitled to exchange their Common Stock for securities or other property deliverable upon such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up, as the case may be. If the action in question or the record date is subject to the effectiveness of a registration statement under the Securities Act or to a favorable vote of shareholdersstockholders, the notice required by this Section 4 1.6 shall so state.

Notification by the Company. In case at any time while this Warrant remains outstandingtime: (a) the The Company shall declare any cash dividend or make on its Common Stock; (b) The Company shall pay any distribution dividend payable in stock upon its Common Stock or make any distribution (other class than regular cash dividends) to the holders of its capital stock; orCommon Stock; (bc) the The Company shall offer for subscription pro rata to the holders of its Common Stock or any other class of its capital stock any additional shares of stock of any class or any other securities convertible into or exchangeable for shares of stock or any rights or options to subscribe thereto; orrights; (cd) the Board of Directors of the Company There shall authorize be any capital reorganization, reclassification, or similar transaction involving reclassification of the capital stock of the Company, for consolidation or a merger of the Company with, or sale or conveyance of all or a substantial part substantially all of the its assets of the Companyto another corporation, or a consolidation, merger, or business combination of the Company; or (de) actions or proceedings There shall be authorized or commenced for a voluntary or involuntary dissolution, liquidation, liquidation or winding-up of the Company; thenThen, in any one or more of such said cases, the Company shall give written notice notice, by first class mail, postage prepaid, addressed to the Holder, each Warrantholder at the earliest time legally practicable (and not less than 20 days before any record date or other date set for definitive action) address of such holder as shown on the books of the Company, of the date on which (ia) the books of the Company shall close or a record shall be taken for such dividend, distribution, or subscription rights or options rights, or (iib) such reorganization, reclassification, sale, conveyance, consolidation, merger, sale, dissolution, liquidation, or winding-up shall take place or be voted on by shareholders of the Companyplace, as the case may be. Such notice shall also specify the date as of which the holders of the Common Stock of or record shall participate in said such dividend, distribution, distribution or subscription rights, or options or shall be entitled to exchange their Common Stock for securities or other property deliverable upon such reorganization, reclassification, sale, conveyance, consolidation, merger, sale, dissolution, liquidation, or winding-up, as the case may be. If Such written notice shall begin at least twenty (20) days prior to the action in question or and not less than twenty (20) days prior to the record date is subject to of the effectiveness of a registration statement under date on which the Securities Act or to a favorable vote of shareholders, the notice required by this Section 4 shall so stateCompany's transfer books are closed in respect thereto.

Notification by the Company. In case at any time while this Warrant remains outstandingtime: (ai) the Company shall declare any dividend or make any distribution upon its Class A Common Stock or any other class of its capital stock; or (bii) the Company shall offer for subscription pro rata to the holders of its Class A Common Stock or any other class of its capital stock any additional shares of stock of any class or any other securities convertible into or exchangeable for shares of stock or any rights or options to subscribe thereto; or (ciii) the Board of Directors of the Company shall authorize any capital reorganization, reclassification, reclassification or similar transaction involving the capital stock of the Company, or a sale or conveyance of all or a substantial part of the assets of the Company, or a consolidation, merger, merger or business combination of the CompanyCompany with another Person; or (div) actions or proceedings shall be authorized or commenced for a voluntary or involuntary dissolution, liquidation, liquidation or winding-up of the Company; then, in any one or more of such cases, the Company shall give written notice to the Holder, at the earliest time legally and reasonably practicable (and not less than 20 days before any record date or other date set for definitive action) of the date on which (iA) the books of the Company shall close or a record shall be taken for such dividend, distribution, distribution or subscription rights or options or (iiB) such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up shall take place or be voted on by shareholders stockholders of the Company, as the case may be. Such notice shall also specify the date as of which the holders of the Class A Common Stock of record shall participate in said dividend, distribution, subscription rights, rights or options or shall be entitled to exchange their Common Stock for securities or other property deliverable upon such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up, as the case may be. If the action in question or the record date is subject to the effectiveness of a registration statement under the Securities Act or to a favorable vote of shareholdersstockholders, the notice required by this Section 4 6 shall so state.

Notification by the Company. In case at any time while this Warrant remains outstandingtime: (ai) the Company shall declare any dividend or make any distribution upon its Common Stock or any other class of its capital stock; or (bii) the Company shall offer for subscription pro rata to the holders of its Common Stock or any other class of its capital stock any additional shares of stock of any class or any other securities convertible into or exchangeable for shares of stock or any rights or options to subscribe thereto; or (ciii) the Board of Directors of the Company shall authorize any capital reorganization, reclassification, reclassification or similar transaction involving the capital stock of the Company, or a sale or conveyance of all or a substantial part of the assets of the Company, or a consolidation, merger, merger or business combination of the CompanyCompany with another Person; or (div) actions or proceedings shall be authorized or commenced for a voluntary or involuntary dissolution, liquidation, liquidation or winding-up of the Company; then, in any one or more of such cases, the Company shall give written notice to the Holder, at the earliest time legally practicable (and not less than 20 15 days before any record date or other date set for definitive action) of the date on which (iA) the books of the Company shall close or a record shall be taken for such dividend, distribution, distribution or subscription rights or options or (iiB) such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-winding up shall take place or be voted on by shareholders of the Company, as the case may be. Such notice shall also specify the date as of which the holders of the Common Stock of record shall participate in said dividend, distribution, subscription rights, rights or options or shall be entitled to exchange their Common Stock for securities or other property deliverable upon such reorganization, reclassification, sale, conveyance, consolidation, merger, dissolution, liquidation, liquidation or winding-up, as the case may be. If the action in question or the record date is subject to the effectiveness of a registration statement under the Securities Act or to a favorable vote of shareholders, the notice required by this Section 4 6 shall so state.