Common use of Other Dilutive Events Clause in Contracts

Other Dilutive Events. If any event occurs as to which the other provisions of this SECTION 4 are not strictly applicable but as to which the failure to make any adjustment would not protect the purchase rights represented by this Warrant in accordance with the intent and principles hereof, then, in each such case, the Holder (or if this Warrant has been divided up, the Holders of Warrants exercisable for the purchase of more than fifty percent (50%) of the aggregate number of Warrant Shares then issuable upon exercise of all of the then exercisable Warrants) may demand that the Company engage, and the Company shall engage within fifteen (15) days of such demand, an investment banking or accounting firm of recognized national standing which shall give its opinion as to the adjustment, if any, on a basis consistent with the intent and principles established herein, necessary to preserve the purchase rights represented by this Warrant (or such Warrants). Upon receipt of such opinion, the Company will mail (by registered or certified mail, return receipt requested, postage prepaid) a copy thereof to the Holder within three (3) Business Days and shall make the adjustments described therein. The fees and expenses of such investment banking or accounting firm shall be borne by the Company.

Other Dilutive Events. If any event occurs as to which the other provisions of this SECTION Section 4 are not strictly applicable but as to which the failure to make any adjustment would not protect the purchase rights represented by this Warrant in accordance with the intent and principles hereof, then, in each such case, the Holder (or if this Warrant has been divided up, the Holders of Warrants exercisable for the purchase of more than fifty percent (50%) of the aggregate number of Warrant Shares then issuable upon exercise of all of the then exercisable Warrants) may demand that the Company engage, and the Company shall engage within fifteen (15) days of such demand, an investment banking or accounting firm of recognized national standing which shall give its opinion as to the adjustment, if any, on a basis consistent with the intent and principles established herein, necessary to preserve the purchase rights represented by this Warrant (or such Warrants). Upon receipt of such opinion, the Company will mail (by registered or certified mail, return receipt requested, postage prepaid) a copy thereof to the Holder within three (3) Business Days and shall make the adjustments described therein. The fees and expenses of such investment banking or accounting firm shall be borne by the Company.

Other Dilutive Events. If In case any event occurs shall occur as to which the other provisions of this SECTION Section 4 are not strictly applicable but as to which the failure to make any adjustment would not fairly protect the purchase rights represented by this Warrant in accordance with the essential intent and principles hereof, then, in each such case, then the Holder (or if of this Warrant has been divided up, may request in writing within 120 days after the Holders occurrence of Warrants exercisable for the purchase of more than fifty percent (50%) of the aggregate number of Warrant Shares then issuable upon exercise of all of the then exercisable Warrants) may demand such event that the Company engageexamine the propriety of an adjustment to the Current Warrant Price and number of shares of Common Stock subject to this Warrant. Unless the Company and the Holder of this Warrant shall have theretofore mutually agreed upon an adjustment, and or that no adjustment is required, within thirty (30) days after the receipt of such request, the Company shall engage within fifteen (15) days appoint a firm of such demand, an investment banking or accounting firm independent public accountants of recognized national standing (which shall may be the regularly engaged accountants of the Company), to give its an opinion as to upon the adjustment, if any, on a basis consistent with the essential intent and principles established hereinin this Section 4, necessary to preserve preserve, the purchase rights represented by this Warrant (or such Warrants)Warrant. Upon receipt of such opinion, the Company will promptly mail (by registered or certified mail, return receipt requested, postage prepaid) a copy thereof to the Holder within three (3) Business Days holder of this Warrant and shall make the adjustments described therein. The fees If such opinion states that no such adjustment is necessary, the holder hereof shall reimburse the Company for one-half of the cost and expenses expense of such investment banking or accounting firm shall be borne by the Companyopinion.

Other Dilutive Events. If In case any event occurs shall occur as to which the other provisions of this SECTION 4 Section 2 or 3 hereof are not strictly applicable but as to which the failure to make any adjustment would not not, in the reasonable opinion of the holder of the Required Interest, fairly protect the purchase rights represented by this Warrant in accordance with the essential intent and principles hereofof such Sections, then, in each such case, at the Holder (or if this Warrant has been divided uprequest of such holder, the Holders of Warrants exercisable for the purchase of more than fifty percent (50%) of the aggregate number of Warrant Shares then issuable upon exercise of all of the then exercisable Warrants) may demand that the Company engage, and the Company shall engage within fifteen (15) days appoint a firm of such demand, an independent investment banking or accounting firm bankers of recognized national standing (which shall be completely independent of the Company and shall be satisfactory to the holder or the holders of the Required Interest), which shall give its their opinion as to upon the adjustment, if any, on a basis consistent with the essential intent and principles established hereinin Sections 2 and 3 hereof, necessary to preserve preserve, without dilution, the purchase rights represented by this Warrant (or such Warrants)Warrant. Upon receipt of such opinion, the Company will promptly mail (by registered or certified mail, return receipt requested, postage prepaid) a copy thereof to the Holder within three (3) Business Days holder of this Warrant and shall make the adjustments described therein. The fees and expenses cost of such investment banking or accounting firm opinion shall be borne entirely by the CompanyCompany except in the event that such firm of investment bankers determines that no adjustment is necessary, in which case, the costs of such opinion shall be borne entirely by the holders.

Other Dilutive Events. If In case any event occurs shall occur as to which the other --------------------- provisions of this SECTION 4 section 2 or section 3 are not strictly applicable but as to which the failure to make any adjustment would not not, in the reasonable opinion of the holders of a majority of the shares of Common Stock issuable upon exercise of the Warrants or the Company, fairly protect the purchase rights represented by this any Warrant in accordance with the essential intent and principles hereofof such sections, then, in each such case, upon the Holder (or if this Warrant has been divided up, the Holders of Warrants exercisable for the purchase of more than fifty percent (50%) written request of the aggregate number holders of Warrant Shares then a majority of the shares of Common Stock issuable upon exercise of all the Warrants, the Company shall, at its cost and expense, appoint a firm of independent certified public accountants of national standing (which may be the regular auditors of the then exercisable Warrants) may demand that the Company engageCompany), and the Company shall engage within fifteen (15) days of such demand, an investment banking or accounting firm of recognized national standing which shall give its their opinion as to upon the adjustment, if any, on a basis consistent with the essential intent and principles established hereinin sections 2 and 3, necessary to preserve preserve, without dilution, the purchase rights represented by this Warrant (or such Warrants)Warrant. Upon receipt of such opinion, the Company will promptly mail (by registered or certified mail, return receipt requested, postage prepaid) a copy thereof to each holder of Warrants and upon the Holder within three (3) Business Days and request of the holders of a majority of the shares of Common Stock issuable upon exercise of the Warrants, shall make the adjustments described therein. The fees and expenses of such investment banking or accounting firm shall be borne by the Company.