Common use of Recapitalizations Clause in Contracts

Recapitalizations. If at any time or from time to time there shall be a recapitalization of the Common Stock (other than a subdivision, combination or merger or sale of assets transaction or other Triggering Event provided for elsewhere in this Section 5 or in Section 3), a provision shall be made so that the holders of Series D Preferred Stock shall thereafter be entitled to receive upon conversion of shares of Series D Preferred Stock the number of shares of stock or other securities or property of the Corporation or otherwise, to which a holder of Common Stock deliverable upon conversion would have been entitled on such recapitalization. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 5 with respect to the rights of the holders of Series D Preferred Stock after the recapitalization to the end that the provisions of this Section 5 (including adjustment of the Conversion Price then in effect and the number of shares issuable upon conversion of each share of Series D Preferred Stock) shall be applicable after that event and be as nearly equivalent as practicable.

Recapitalizations. If at any time or from time to time after the Series D Original Issue Date there shall be a recapitalization of the Common Stock (other than a subdivision, combination or merger or sale of assets transaction or other Triggering Event provided for elsewhere in this Section 5 3 or in Section 32), a provision shall be made so that the holders of Series D the Preferred Stock shall thereafter be entitled to receive upon conversion of shares of Series D the Preferred Stock the number of shares of stock or other securities or property of the Corporation or otherwise, to which a holder of Common Stock deliverable upon conversion immediately prior to such recapitalization would have been entitled to receive on such recapitalization. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 5 3 with respect to the rights of the holders of Series D the Preferred Stock after the recapitalization to the end extent that the provisions of this Section 5 3 (including adjustment of the applicable Conversion Price then in effect and the number of shares issuable purchasable upon conversion of each share of Series D Preferred Stockthe Preferred) shall be applicable after that event and be as nearly equivalent equivalently as may be practicable.

Recapitalizations. If at any time or from time to time ----------------- there shall be a recapitalization of the Common Stock (other than a subdivision, combination or merger or sale of assets transaction or other Triggering Event provided for elsewhere in this Section 5 or in Section 3), a 4) provision shall be made so that the holders of the Series D A Preferred Stock shall thereafter be entitled to receive upon conversion of shares of the Series D A Preferred Stock the number of shares of stock or other securities or property of the Corporation Company or otherwise, to which a holder of Common Stock deliverable upon conversion would have been entitled on such recapitalization. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 5 4 with respect to the rights of the holders of the Series D A Preferred Stock after the recapitalization to the end that the provisions of this Section 5 4 (including adjustment of the Conversion Price then in effect and the number of shares issuable purchasable upon conversion of each share of the Series D A Preferred Stock) shall be applicable after that event and be as nearly equivalent as may be practicable.

Recapitalizations. If at any time or from time to time there shall be a recapitalization of the Common Stock (other than a subdivision, combination or merger or sale of assets transaction or other Triggering Event provided for elsewhere in this Section 5 or in Section 3), a 6) provision shall be made so that the holders of Series D the Preferred Stock shall thereafter be entitled to receive upon conversion of shares of Series D the Preferred Stock the number of shares of stock or other securities or property of the Corporation Company or otherwise, to which a holder of the number of shares of Common Stock deliverable upon conversion of the Preferred Stock would have been entitled on such recapitalization. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 5 6 with respect to the rights of the holders of Series D the Preferred Stock after the recapitalization to the end that the provisions of this Section 5 6(e) (including adjustment of the then applicable Voting Shares and Conversion Price Shares then in effect and the number of shares issuable upon conversion of each share of Series D Preferred Stockeffect) shall be applicable after that event and be as nearly equivalent as practicableevent.

Recapitalizations. If at any time or from time to time there shall be a recapitalization of the Common Stock (other than a subdivision, combination or merger or sale of assets transaction or other Triggering Event provided for elsewhere in this Section 5 4 or in Section 3), a 2) provision shall be made so that the holders of Series D each series of Preferred Stock shall thereafter be entitled to receive upon conversion of any of their shares of Series D Preferred Stock Stock, the number of shares of stock or other securities or property of the Corporation or otherwise, to which a holder of Common Stock deliverable upon conversion would have been entitled on such recapitalization. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 5 4 with respect to the rights of the holders of Series D Preferred Stock after the recapitalization to the end that the provisions of this Section 5 4 (including adjustment of the Conversion Price for each series of Preferred Stock then in effect and the number of shares issuable purchasable upon conversion of each share such series of Series D Preferred StockStock ) shall be applicable after that event and be as nearly equivalent as may be practicable.

Recapitalizations. If at any time or from time to time there shall be a recapitalization of the Common Stock (other than a subdivision, combination or merger or sale of assets transaction or other Triggering Event provided for elsewhere in this Section 5 or in Section 3), a ) provision shall be made so that the holders of the Series D A Preferred Stock shall thereafter be entitled to receive upon conversion of shares of the Series D A Preferred Stock the number of shares of stock or other securities or property of the Corporation Company or otherwise, to which a holder of Common Stock deliverable upon conversion would have been entitled on such recapitalization. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 5 with respect to the rights of the holders of the Series D A Preferred Stock after the recapitalization to the end that the provisions of this Section 5 (including adjustment of the Conversion Price then in effect and the number of shares issuable purchasable upon conversion of each share of the Series D A Preferred Stock) shall be applicable after that event and be as nearly equivalent as may be practicable.

Recapitalizations. If at any time or from time to time there shall be a recapitalization of the Common Stock (other than a subdivision, combination or merger or sale of assets transaction or other Triggering Event provided for elsewhere in this Section 5 or in Section 3), a provision shall be made so that 6) the holders of the Series D Preferred Stock shall thereafter be entitled to receive upon conversion of shares of the Series D Preferred Stock the number of shares of stock or other securities or property of the this Corporation or otherwise, to which a holder of Common Stock deliverable upon conversion would have been entitled on such recapitalization. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 5 6 with respect to the rights of the holders of the Series D Preferred Stock after the recapitalization to the end that the provisions of this Section 5 6 (including adjustment of the Series D Conversion Price then in effect and the number of shares issuable purchasable upon conversion of each share of the Series D Preferred Stock) shall be applicable after that event and be as nearly equivalent as may be practicable.

Recapitalizations. If at any time or from time to time there shall be a recapitalization of the Common Stock (other than a subdivision, combination or merger or sale of assets transaction or other Triggering Event provided for elsewhere in Section 4 or Section 2 of this Section 5 or in Section 3Article IV(B), a ) provision shall be made so that the holders of the Series D Preferred Stock shall thereafter be entitled to receive upon conversion of shares of such Series D Preferred Stock the number of shares of stock or other securities or property of the Corporation or otherwise, to which a holder of Common Stock deliverable upon conversion would have been entitled on such recapitalization. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 5 4 with respect to the rights of the holders of such Series D Preferred Stock after the recapitalization to the end that the provisions of this Section 5 4 (including adjustment of the applicable Series Preferred Conversion Price then in effect and the number of shares issuable purchasable upon conversion of each share of such Series D Preferred Stock) shall be applicable after that event and be as nearly equivalent as practicable.

Recapitalizations. If at any time or from time to time there shall be a recapitalization of the Common Stock (other than a subdivision, combination or merger or sale of assets transaction or other Triggering Event provided for elsewhere in this Section 5 or in Section 3), a 6) provision shall be made so that the holders of Series D the Preferred Stock shall thereafter be entitled to receive upon conversion of shares of Series D the Preferred Stock the number of shares of stock or other securities or property of the Corporation Company or otherwise, to which a holder of the number of shares of Common Stock deliverable upon conversion of the Preferred Stock would have been entitled on such recapitalization. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 5 6 with respect to the rights of the holders of Series D the Preferred Stock after the recapitalization to the end that the provisions of this Section 5 4(e) (including adjustment of the Conversion Price Rate then in effect and the number of shares issuable upon conversion of each share of Series D the Preferred Stock) shall be applicable after that event and be as nearly equivalent as practicableevent.

Recapitalizations. If at any time or from time to time there shall be a recapitalization of the Common Stock (other than a subdivision, combination or merger or sale of assets transaction or other Triggering Event provided for elsewhere in this Section 5 4 or in Section 3), a 2) provision shall be made so that the holders of the Series D A, Series A-l, Series B, Series B-x and Series C Preferred Stock shall thereafter be entitled to receive upon conversion of shares of Series D such Preferred Stock the number of shares of stock or other securities or property of the Corporation or otherwise, to which a holder of Common Stock deliverable upon conversion would have been entitled on such recapitalization. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 5 4 with respect to the rights of the holders of Series D such Preferred Stock after the recapitalization to the end that the provisions of this Section 5 4 (including adjustment of the Conversion Price then in effect and the number of shares issuable purchasable upon conversion of each share of Series D such Preferred Stock) shall be applicable after that event and be as nearly equivalent as practicable.

Recapitalizations. If at any time or from time to time there shall be a recapitalization of the Common Stock (other than a subdivision, combination or merger or sale of assets transaction or other Triggering Event provided for elsewhere in this Section 5 4 or in Section 3)2, but including any Change of Control Transaction which the holders of 66 2/3% of the Series A Preferred Stock determine shall not be treated as a liquidation) provision shall be made so that the holders of Series D Preferred Stock shall thereafter be entitled to receive upon conversion of shares of Series D Preferred Stock thereof the number of shares of stock or other securities or property of the Corporation Company or otherwise, to which a holder of Common Stock deliverable upon conversion would have been entitled on such recapitalization. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 5 4 with respect to the rights of the holders of Series D Preferred Stock after the recapitalization to the end that the provisions of this Section 5 4 (including adjustment of the Conversion Price then in effect and the number of shares issuable purchasable upon conversion of each share series or class of Series D the Preferred Stock) shall be applicable after that event and be as nearly equivalent as may be practicable.

Recapitalizations. If at any time or from time to time there shall be a recapitalization of the Common Stock (other than a subdivision, combination or merger or sale of assets transaction or other Triggering Event provided for elsewhere in this Section 5 3 or in Section 32), a provision shall be made so that the holders of the Series D Y Preferred Stock shall thereafter be entitled to receive upon conversion of shares of the Series D Y Preferred Stock the number of shares of stock or other securities or property of the Corporation corporation or otherwise, to which a holder of Common Stock deliverable upon conversion of such Series Y Preferred Stock would have been entitled on such recapitalization. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 5 3 with respect to the rights of the holders of the Series D Y Preferred Stock after the recapitalization to the end that the provisions of this Section 5 3 (including adjustment of the Conversion Price then in effect and the number of shares issuable purchasable upon conversion of each share of the Series D Y Preferred Stock) shall be applicable after that event and be in as nearly equivalent a way as practicable.

Recapitalizations. If at any time or from time to time there shall be a recapitalization of the Common Stock (other than a subdivision, combination or merger or sale of assets transaction or other Triggering Event provided for elsewhere in this Section 5 or in Section 3), a these Articles Supplementary) provision shall be made so that the holders of the Series D D2 Preferred Stock shall thereafter be entitled to receive upon conversion of shares of such Series D D2 Preferred Stock the number of shares of stock or other securities or property of the Corporation or otherwise, to which a holder of Common Stock deliverable upon conversion would have been entitled on such recapitalization. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 5 6 with respect to the rights of the holders of such Series D D2 Preferred Stock after the recapitalization to the end that the provisions of this Section 5 6 (including adjustment of the Conversion Price then in effect and the number of shares issuable upon conversion of each share of such Series D D2 Preferred Stock) shall be applicable after that event and be as nearly equivalent as practicable.

Recapitalizations. If at any time or from time to time there shall be a recapitalization of the Common Stock (other than a subdivision, combination or merger or sale of assets transaction or other Triggering Event provided for elsewhere in this Section 5 3 or in Section 3), a 2) provision shall be made so that the holders of Series D the Preferred Stock shall thereafter be entitled to receive upon conversion of shares of Series D the Preferred Stock the number of shares of stock or other securities or property of the Corporation or otherwise, to which a holder of Common Stock deliverable upon conversion of such series of Preferred Stock immediately prior to such recapitalization would have been entitled to receive on such recapitalization. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 5 3 with respect to the rights of the holders of Series D the Preferred Stock after the recapitalization to the end extent that the provisions of this Section 5 3 (including adjustment of the Conversion Price Prices then in effect and the number of shares issuable purchasable upon conversion of each share of Series D the Preferred Stock) shall be applicable after that event and be as nearly equivalent equivalently as may be practicable.

Recapitalizations. If at any time or from time to time there shall be a recapitalization of the Common Stock (other than a subdivision, combination or merger or sale of assets transaction or other Triggering Event provided for elsewhere in this Section 5 or in Section 3Resolution), a provision shall be made (in form and substance satisfactory to the holders of 80 percent or more of the Series A Stock then outstanding) so that the holders of Series D Preferred Stock A Holders shall thereafter be entitled to receive receive, upon conversion of the Series A Stock, such shares of Series D Preferred Stock the number of shares of stock or other securities or property of the Corporation or otherwise, to which a holder of Common Stock deliverable upon conversion would have been entitled on such recapitalization. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 5 Resolution with respect to the rights of the holders of Series D Preferred Stock A Holders after the recapitalization to the end that the provisions of this Section 5 Resolution (including adjustment of the Series A Conversion Price then in effect and the number of shares issuable that may be acquired upon conversion of each share shares of Series D Preferred A Stock) shall be applicable after that event and be as nearly equivalent as may be practicable.

Recapitalizations. If at any time or from time to time there ----------------- shall be a recapitalization or reclassification of the Common Stock (or a merger, transfer, consolidation, or exchange in respect to Units which does not constitute a Change in Control, other than a subdivision, combination or merger or sale of assets transaction or other Triggering Event provided for elsewhere in this Section 5 6 or in Section 3), a 4) provision shall be made so that the holders of the Series D A Preferred Stock shall thereafter be entitled to receive upon conversion of shares of the Series D A Preferred Stock the number of shares of stock or other securities or property of the Corporation this corporation or otherwise, to which a holder of Common Stock deliverable upon conversion would have been entitled on such recapitalization. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 5 6 with respect to the rights of the holders of the Series D A Preferred Stock after the recapitalization to the end that the provisions of this Section 5 6 (including adjustment of the Conversion Price then in effect and the number of shares issuable purchasable upon conversion of each share of the Series D A Preferred Stock) shall be applicable after that event and be as nearly equivalent as may be practicable.

Recapitalizations. If at any time or from time to time there shall be a recapitalization of the Common Stock (other than a subdivision, combination or merger or sale of assets transaction or other Triggering Event provided for elsewhere in this Section 5 or in Section 3Resolution), a provision shall be made (in form and substance satisfactory to the holders of 80 percent or more of the Series A Stock then outstanding) so that the holders of Series D Preferred Stock A Holders shall thereafter be entitled to receive receive, upon conversion of the Series A Stock, such shares of Series D Preferred Stock the number of shares of stock or other securities or property of the Corporation or otherwise, to which a holder of Common Stock deliverable upon conversion would have been entitled on such recapitalization. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 5 Resolution with respect to the rights of the holders of Series D Preferred Stock A Holders after the recapitalization to the end that the provisions of this Section 5 Resolution (including adjustment of the Series A Conversion Price then in effect and the number of shares issuable that may be acquired upon conversion of each share shares of Series D Preferred A Stock) shall be applicable after that event and be as nearly equivalent as may be practicable.. (f)

Recapitalizations. If at any time or from time to time there shall be a recapitalization of the Common Stock (other than a subdivision, combination or merger or sale of assets transaction or other Triggering Event provided for elsewhere in Article IV.B.2 or this Section 5 or in Section 3), a Article IV.B.4) provision shall be made so that the holders of Series D A Preferred Stock shall thereafter be entitled to receive upon conversion of shares of such Series D A Preferred Stock the number of shares of stock or other securities or property of the this Corporation or otherwise, to which a holder of the number of shares of Common Stock deliverable upon conversion of the Series A Preferred Stock held by such holder would have been entitled on such recapitalization. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 5 Article IV.B.4 with respect to the rights of the holders of Series D A Preferred Stock after the recapitalization to the end that the provisions of this Section 5 Article IV.B.4 (including adjustment of the Conversion Price then in effect and the number of shares issuable purchasable upon conversion of each share of Series D A Preferred Stock) shall be applicable after that event and be as nearly equivalent as may be practicable.

Recapitalizations. If at any time or from time to time there shall be a recapitalization of the Common Stock (other than a subdivision, combination or merger or sale of assets transaction or other Triggering Event provided for elsewhere in this Section 5 4 or in Section 3), a 2) provision shall be made so that the holders of the Series D A, Series A-l, Series B, Series B-l anx Xeries C Preferred Stock shall thereafter be entitled to receive upon conversion of shares of Series D such Preferred Stock the number of shares of stock or other securities or property of the Corporation or otherwise, to which a holder of Common Stock deliverable upon conversion would have been entitled on such recapitalization. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 5 4 with respect to the rights of the holders of Series D such Preferred Stock after the recapitalization to the end that the provisions of this Section 5 4 (including adjustment of the Conversion Price then in effect and the number of shares issuable purchasable upon conversion of each share of Series D such Preferred Stock) shall be applicable after that event and be as nearly equivalent as practicable.