Common use of Recapitalizations, Exchanges, etc Clause in Contracts

Recapitalizations, Exchanges, etc. The provisions of this Agreement shall apply to the full extent set forth herein with respect to (a) the Purchase Shares, (b) any and all shares of voting common stock of the Issuer (excluding any such securities that are freely transferable without registration under the Securities Act) into which the Purchase Shares are converted, exchanged or substituted in any recapitalization or other capital reorganization by the Issuer and (c) any and all equity securities (excluding any such securities that are freely transferable without registration under the Securities Act) of the Issuer or any of its Affiliates or any successor or assign or acquiror of the Issuer or any of its Affiliates (whether by merger, consolidation, sale of assets or otherwise) which may be issued in respect of, in conversion of, in exchange for, in substitution of or as a distribution on, the Purchase Shares and shall be appropriately adjusted for any stock dividends, splits, reverse splits, combinations, recapitalizations and the like occurring after the date hereof. The Issuer shall cause any such Affiliate, successor or assign or acquiror (whether by merger, consolidation, sale of assets or otherwise) to enter into a new registration rights agreement with respect to such equity securities with the Stockholder on terms no less favorable to the Stockholder than the terms provided under this Agreement as a condition of any such transaction.

Recapitalizations, Exchanges, etc. The provisions of this Agreement shall apply to the full extent set forth herein with respect to (ai) the Purchase SharesPurchased Shares and any other shares of Class A Common Stock acquired by the Investor or any Affiliated Entity, (bii) any and all shares of voting common stock of the Issuer (excluding Company into which Purchased Shares or any such securities that are freely transferable without registration under the Securities Act) into which the Purchase Shares other shares of Class A Common Stock are converted, exchanged or substituted in any recapitalization or other capital reorganization by the Issuer Company and (ciii) any and all equity securities (excluding any such securities that are freely transferable without registration under the Securities Act) of the Issuer or any of its Affiliates Company or any successor or assign or acquiror of the Issuer or any of its Affiliates Company (whether by merger, consolidation, sale of assets or otherwise) which may be issued in respect of, in conversion of, in exchange for, for or in substitution of or as a distribution onof, the Purchase Purchased Shares and any such other shares of Class A Common Stock (so long as the Company is reporting, or is subject to reporting requirements, under the Exchange Act) and shall be appropriately adjusted for any stock dividends, splits, reverse splits, combinations, recapitalizations and the like occurring after the date hereof. The Issuer Company shall use commercially reasonable efforts to cause any such Affiliate, successor or assign or acquiror (whether by merger, consolidation, sale of assets or otherwise) to enter into a new registration rights agreement with respect to such equity securities with the Stockholder Investor on terms no less favorable to substantially the Stockholder than the terms provided under same as this Agreement as a condition of any such transaction if, as of immediately following the occurrence of such transaction, (x) the Company or such successor or assign is reporting, or subject to reporting requirements, under the Exchange Act, (y) the Standstill Entities beneficially own (within the meaning of Rule 13d-3 under the Exchange Act), in the aggregate, more than ten percent (10%) of the outstanding shares of the voting common stock of such successor or assignee and (z) the Standstill Entities would not otherwise be entitled to dispose of such securities received in such transaction in the open market pursuant to Rule 144 without manner of sale or volume limitations; provided further that, if, as of immediately following the occurrence of such transaction, any other Affiliate of the Company is provided registration rights with respect to such successor or assign, then, so long as the conditions set forth in the immediately-preceding clauses (x), (y) and (z) are satisfied, the Company shall cause such successor or assign to provide the Standstill Entities with comparable registration rights in proportion to the number of shares of the voting common stock of such successor or assign issued to such Affiliate and the Standstill Entities.

Recapitalizations, Exchanges, etc. The provisions of this Agreement shall apply to the full extent set forth herein with respect to (ai) the Purchase Sharesshares of Class A Common Stock, (bii) any and all shares of voting common stock of the Issuer (excluding any such securities that are freely transferable without registration under the Securities Act) into which the Purchase Shares shares of Class A Common Stock are converted, exchanged or substituted in any recapitalization or other capital reorganization by the Issuer and (ciii) any and all equity securities (excluding any such securities that are freely transferable without registration under the Securities Act) of the Issuer or any of its Affiliates or any successor or assign or acquiror of the Issuer or any of its Affiliates (whether by merger, consolidation, sale of assets or otherwise) which may be issued in respect of, in conversion of, in exchange for, in substitution of or as a distribution on, the Purchase Shares shares of Class A Common Stock and shall be appropriately adjusted for any stock dividends, splits, reverse splits, combinations, recapitalizations and the like occurring after the date hereof. The Issuer shall cause any such Affiliate, successor or assign or acquiror (whether by merger, consolidation, sale of assets or otherwise) to enter into a new registration rights agreement with respect to such equity securities with the each Stockholder on terms no less favorable to the such Stockholder than the terms provided under this Agreement as a condition of any such transaction.

Recapitalizations, Exchanges, etc. The provisions of this Agreement shall apply to the full extent set forth herein with respect to (ai) the Purchase SharesPurchased Shares and any other shares of Class A Common Stock acquired by the Investor or any Affiliated Entity, (bii) any and all shares of voting common stock of the Issuer (excluding Company into which Purchased Shares or any such securities that are freely transferable without registration under the Securities Act) into which the Purchase Shares other shares of Class A Common Stock are converted, exchanged or substituted in any recapitalization or other capital reorganization by the Issuer Company and (ciii) any and all equity securities (excluding any such securities that are freely transferable without registration under the Securities Act) of the Issuer or any of its Affiliates Company or any successor or assign or acquiror of the Issuer or any of its Affiliates Company (whether by merger, consolidation, sale of assets or otherwise) which may be issued in respect of, in conversion of, in exchange for, for or in substitution of or as a distribution onof, the Purchase Purchased Shares and any such other shares of Class A Common Stock (so long as the Company is reporting, or is subject to reporting requirements, under the Exchange Act) and shall be appropriately adjusted for any stock dividends, splits, reverse splits, combinations, recapitalizations and the like occurring after the date hereof. The Issuer Company shall use commercially reasonable efforts to cause any such Affiliate, successor or assign or acquiror (whether by merger, consolidation, sale of assets or otherwise) to enter into a new registration rights agreement with respect to such equity securities with the Stockholder Investor on terms no less favorable to substantially the Stockholder than the terms provided under same as this Agreement as a condition of any such transaction if, as of immediately following the occurrence of such transaction., (x) the Company or such successor or assign is reporting, or subject to reporting requirements, under the Exchange Act, (y) the Standstill Entities beneficially own (within the meaning of Rule 13d-3 under the Exchange Act), in the aggregate, more than ten percent (10%) of the outstanding shares of the voting common stock of such successor or assignee and (z) the Standstill Entities would not otherwise be entitled to dispose of such securities received in such transaction in the open market pursuant to Rule 144 without manner of sale or volume limitations; provided further that, if, as of immediately following the occurrence of such transaction, any other Affiliate of the Company is provided registration rights with respect to such successor or assign, then, so long as the conditions set forth in the immediately-preceding clauses (x), (y) and (z) are satisfied, the Company shall cause such successor or assign to provide the Standstill Entities with comparable 29 registration rights in proportion to the number of shares of the voting common stock of such successor or assign issued to such Affiliate and the Standstill Entities. Section 4.14