Participation with Common Stock. If and to the extent the Corporation intends to pay any dividend or make a distribution on shares of Common Stock, whether in the form of cash, securities, debt, assets, options, warrants or other rights, but excluding any dividend or distribution payable in shares of Common Stock (which shall result in an adjustment to the Conversion Price as described in Section 5(e)(ii) below), then any such dividend or distribution shall be payable to the holders of shares of Common Stock and Convertible Preferred Stock on a pari passu, pro rata basis (treating each holder of shares of Convertible Preferred Stock as being the holder of the number of shares of Common Stock into which such holder’s shares of Convertible Preferred Stock would be converted if such shares were converted pursuant to the provisions of Section 5(a) hereof as of the record date for payment of such dividend or distribution). The record date for payment of any dividend or distribution to holders of Convertible Preferred Stock will be the same date as the record date for payment of the dividend or distribution to holders of Common Stock, whether or not such date is a Business Day. The payment date of any dividend or distribution to holders of Convertible Preferred Stock will be the same date on which payment of such dividend or distribution is made to holders of Common Stock (each such date, a “Dividend Payment Date”).
Participation with Common Stock. After such payment shall have been made in full to the holders of the Series A Preferred Stock and Series B Preferred Stock pursuant to Sections 5(a) and 5(b), or funds necessary for such payment shall have been set aside by the Corporation in trust for the account of holders of the Series A Preferred Stock and Series B Preferred Stock (and any other class or series of capital stock senior to the Common Stock with respect to liquidating distributions) so as to be available for such payment, the remaining assets available for distribution shall be distributed ratably among the holders of the Series A Preferred Stock and any other class or series of capital stock that participates ratably with the Common Stock in the distribution of assets upon any liquidation, dissolution or winding up of the Corporation and the Common Stock, with the holders of the Series A Preferred Stock deemed to hold that number of shares of Common Stock into which such shares of Series A Preferred Stock are then convertible. Notwithstanding the foregoing, unless such holder otherwise converts such shares of Series A Preferred Stock into Common Stock, the maximum amount which such holder of the Series A Preferred Stock shall be entitled to receive pursuant to this Section 5(d) with respect to each such share of Series A Preferred Stock, together with any amounts entitled to be received by such holder pursuant to Section 5(b) above with respect to such share, shall be equal to four times the Series A Original Purchase Price (subject to any equitable adjustment in the event of any Recapitalization Event).
