Common use of Reclassification, Consolidation or Merger Clause in Contracts

Reclassification, Consolidation or Merger. In case of any reclassification of the Common Stock (other than a change in par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification of the Shares issuable upon exercise of this Warrant), or in case of any sale of all or substantially all of the assets of the Company, the Company, or such successor or purchasing corporation as the case may be, shall execute a new Warrant, providing that the holder of this Warrant shall have the right to exercise such new Warrant, and procure upon such exercise and payment of the same aggregate Exercise Price, in lieu of the Shares theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, change, consolidation, sale of all or substantially all of the Company's assets or merger by a holder of an equivalent number of Shares. Such new Warrant shall provide for adjustments that shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)” of this Article “4” of this Warrant. The provisions of this Paragraph “(A)” of this Article “4” of this Warrant shall similarly apply to successive reclassifications, consolidations, mergers, sales, leases or conveyances.

Reclassification, Consolidation or Merger. In case of any reclassification or change of outstanding securities of the Common Stock class issuable upon exercise of this Warrant (other than a change in par value, or from par value to no par value, or from no par value to par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (corporation, other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification or change of the Shares outstanding securities issuable upon exercise of this Warrant), or in case of any sale of all or substantially all of the assets of the Company, the Company, or such successor or purchasing corporation corporation, as the case may be, shall execute a new Warrant, providing that the holder of this Warrant shall have the right to exercise such new Warrant, Warrant and procure upon such exercise and payment of the same aggregate Exercise Priceexercise, in lieu of the Shares each share of Common Stock theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, change, consolidation, sale of all or substantially all of the Company's assets or merger by a holder of an equivalent number one share of SharesCommon Stock. Such new Warrant shall provide for adjustments that which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)” Section 5. No consolidation or merger of the Company with or into another corporation referred to in the first sentence of this Article “4” of paragraph (b) shall be consummated unless the successor or purchasing corporation referred to above shall have agreed to issue a new Warrant as provided in this WarrantSection 5. The provisions of this Paragraph “subsection (A)” of this Article “4” of this Warrant c) shall similarly apply to successive reclassificationsreclassification, changes, consolidations, mergers, sales, leases or conveyancesmergers and transfers.

Reclassification, Consolidation or Merger. In case of any ----------------------------------------- reclassification of the Common Stock (other than a change in par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's stockholders shareholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification of the Shares issuable upon exercise of this Warrant), or in case of any sale of all or substantially all of the assets of the Company, the Company, or such successor or purchasing corporation as the case may be, shall execute a new Warrant, providing that the holder of this Warrant shall have the right to exercise such new Warrant, and procure upon such exercise and payment of the same aggregate Exercise Price, in lieu of the Shares of Common Stock theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, change, consolidation, sale of all or substantially all of the Company's assets or merger by a holder of an equivalent number of Sharesshares of Common Stock. Such new Warrant shall provide for adjustments that which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)” of this Article “4” of this WarrantSection 3. The provisions of this Paragraph “subsection (Aa)” of this Article “4” of this Warrant , subject to Section 11 hereof, shall similarly apply to successive reclassifications, consolidations, mergers, sales, leases and the sale of all or conveyancessubstantially all of the Company's assets.

Reclassification, Consolidation or Merger. In case of any reclassification or change of outstanding securities of the Common Stock class issuable upon exercise of this Warrant (other than a change in or implementation of a par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (or other entity, other than a consolidation or merger with another corporation or other entity in which the Company is a continuing corporation and in which the Company's stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification or change of the Shares outstanding securities issuable upon exercise of this Warrant), or in case of any sale of all or substantially all of the assets of the Company, the Company, or such successor or purchasing corporation corporation, as the case may be, shall execute a new Warrant, Warrant providing that the holder of this Warrant shall have the right to exercise such new Warrant, Warrant and procure upon such exercise and payment of the same aggregate Exercise Priceexercise, in lieu of the Shares each share of Warrant Stock theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, change, consolidation, merger or sale of all or substantially all of the Company's assets or merger by a holder of an equivalent number one share of SharesWarrant Stock. Such new Warrant shall provide for adjustments that shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)” of this Article “4” of this WarrantSection 12. The provisions of this Paragraph “subsection (A)” of this Article “4” of this Warrant b) shall similarly apply to successive reclassificationsreclassification, change, consolidations, mergers, mergers and sales, leases or conveyances.

Reclassification, Consolidation or Merger. In case of any reclassification of the Common Stock (other than a change in par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification of the Shares issuable upon exercise of this Warrant), or in case of any sale of all or substantially all of the assets of the Company, the Company, or such successor or purchasing corporation as the case may be, shall execute a new Warrant, providing that the holder of this Warrant shall have the right to exercise such new Warrant, and procure upon such exercise and payment of the same aggregate Exercise Price, in lieu of the Shares of Common Stock theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, change, consolidation, sale of all or substantially all of the Company's assets or merger by a holder of an equivalent number of Sharesshares of Common Stock. Such new Warrant shall provide for adjustments that which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)” of this Article “4” of this WarrantSection 3. The provisions of this Paragraph “subsection (Aa)” of this Article “4” of this Warrant , subject to Section 12 hereof, shall similarly apply to successive reclassifications, consolidations, mergers, sales, leases and the sale of all or conveyancessubstantially all of the Company's assets.

Reclassification, Consolidation or Merger. In case of any reclassification of the Common Stock (other than a change in par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's ’s stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification of the Shares issuable upon exercise of this Warrant), or in case of any sale of all or substantially all of the assets of the Company, the Company, or such successor or purchasing corporation as the case may be, shall execute a new Warrant, providing that the holder of this Warrant shall have the right to exercise such new Warrant, and procure upon such exercise and payment of the same aggregate Exercise Price, in lieu of the Shares of Common Stock theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, change, consolidation, sale of all or substantially all of the Company's ’s assets or merger by a holder of an equivalent number of Sharesshares of Common Stock. Such new Warrant shall provide for adjustments that shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)a” of this Article “”4” of this Warrant. The provisions of this Paragraph “(A)a” of this Article “”4” of this Warrant shall similarly apply to successive reclassifications, consolidations, mergers, sales, leases or conveyances.

Reclassification, Consolidation or Merger. In case of any reclassification ----------------------------------------- reclassification, recapitalization, reorganization or change of outstanding securities of the Common Stock class issuable upon exercise of this Warrant (other than a change in par value, or from par value to no par value, or from no par value to par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (corporation, other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification or change of the Shares outstanding securities issuable upon exercise of this Warrant), or in case of any sale of all or substantially all of the assets of the Company, the Company, or such successor or purchasing corporation corporation, as the case may be, shall execute a new Warrant, providing that the holder Holder of this Warrant shall have the right to exercise such new Warrant, Warrant and procure upon such exercise and payment of the same aggregate Exercise Priceexercise, in lieu of the Shares each share of Common Stock theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, recapitalization, reorganization, change, consolidation, sale of all or substantially all of the Company's assets or merger by a holder of an equivalent number one share of SharesCommon Stock. Such new Warrant shall provide for adjustments that which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)” Section 5. No consolidation or merger of the Company with or into another corporation referred to in the first sentence of this Article “4” of paragraph (a) shall be consummated unless the successor or purchasing corporation referred to above shall have agreed to issue a new Warrant as provided in this WarrantSection 5. The provisions of this Paragraph “subsection (A)” of this Article “4” of this Warrant a) shall similarly apply to successive reclassificationsreclassification, changes, consolidations, mergers, sales, leases or conveyancesmergers and transfers.

Reclassification, Consolidation or Merger. In case of any reclassification of all of the Common Stock Company’s outstanding common stock (other than a change in par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's ’s stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification of the Shares shares issuable upon exercise of this Warrant), or in the case of any sale of all or substantially all of the assets of the Company, the Company, or such successor or purchasing corporation as the case may be, shall execute a new Warrant, providing that the holder of this Warrant Stanford shall have the right to exercise such new Warrant, and procure upon such exercise and payment of the same aggregate Exercise Price, in lieu of the Shares shares of common stock theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, change, consolidation, sale of all or substantially all of the Company's ’s assets or merger by a holder of an equivalent number of Sharesshares of common stock. Such new Warrant shall provide for adjustments that which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)” of this Article “4” of this WarrantSection 6. The provisions of this Paragraph “subsection (A)” of this Article “4” of this Warrant a) shall similarly apply to successive reclassifications, consolidations, mergers, sales, leases and the sale of all or conveyancessubstantially all of the Company’s assets.

Reclassification, Consolidation or Merger. In case of any reclassification of all of the Common Stock Company’s outstanding common stock (other than a change in par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's ’s stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification of the Shares shares issuable upon exercise of this Warrant), or in the case of any sale of all or substantially all of the assets of the Company, the Company, or such successor or purchasing corporation as the case may be, shall execute a new Warrant, providing that the holder of this Warrant Landlord shall have the right to exercise such new Warrant, and procure upon such exercise and payment of the same aggregate Exercise Price, in lieu of the Shares shares of common stock theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, change, consolidation, sale of all or substantially all of the Company's ’s assets or merger by a holder of an equivalent number of Sharesshares of common stock. Such new Warrant shall provide for adjustments that which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)” of this Article “4” of this WarrantSection 6. The provisions of this Paragraph “subsection (A)” of this Article “4” of this Warrant a) shall similarly apply to successive reclassifications, consolidations, mergers, sales, leases and the sale of all or conveyancessubstantially all of the Company’s assets.

Reclassification, Consolidation or Merger. In case of any reclassification of the Class B Common Stock (other than a change in par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's stockholders shareholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification of the Shares issuable upon exercise of this Warrant), or in case of any sale of all or substantially all of the assets of the Company, the Company, or such successor or purchasing corporation as the case may be, shall execute a new Warrant, providing that the holder of this Warrant shall have the right to exercise such new Warrant, and procure upon such exercise and payment of the same aggregate Exercise Price, in lieu of the Shares of Common Stock theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, change, consolidation, sale of all or substantially all of the Company's assets or merger by a holder of an equivalent number of Sharesshares of Common Stock. Such new Warrant shall provide for adjustments that which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)” of this Article “4” of this WarrantSection 3. The provisions of this Paragraph “subsection (Aa)” of this Article “4” of this Warrant , subject to Section 11 hereof, shall similarly apply to successive reclassifications, consolidations, mergers, sales, leases and the sale of all or conveyancessubstantially all of the Company's assets.

Reclassification, Consolidation or Merger. In case of any reclassification of the Common Stock (other than a change in par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification of the Shares issuable upon exercise of this Warrant), or in case of any sale of all or substantially all of the assets of the Company, the Company, or such successor or purchasing corporation as the case may be, shall execute a new Warrant, providing that the holder of this Warrant shall have the right to exercise such new Warrant, and procure upon such exercise and payment of the same aggregate Exercise Price, in lieu of the Shares of Common Stock theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, change, consolidation, sale of all or substantially all of the Company's assets or merger by a holder of an equivalent number of Sharesshares of Common Stock. Such new Warrant shall provide for adjustments that which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)” of this Article “Section 4” of this Warrant. The provisions of this Paragraph “subsection (Aa)” of this Article “4” of this Warrant , subject to Section 1 hereof, shall similarly apply to successive reclassifications, consolidations, mergers, sales, leases and the sale of all or conveyancessubstantially all of the Company's assets.

Reclassification, Consolidation or Merger. In case of any reclassification of the Common Stock (other than a change in par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification of the Shares issuable upon exercise of this Warrant), or in case of any sale of all or substantially all of the assets of the Company, the Company, or such successor or purchasing corporation as the case may be, shall execute a new Warrant, providing that the holder of this Warrant shall have the right to exercise such new Warrant, and procure upon such exercise and payment of the same aggregate Exercise Price, in lieu of the Shares theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, change, consolidation, sale of all or substantially all of the Company's assets or merger by a holder of an equivalent number of Shares. Such new Warrant shall provide for adjustments that shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “"(A)” " of this Article “"4” " of this Warrant. The provisions of this Paragraph “(A)” of this Article “4” of this Warrant shall similarly apply to successive reclassifications, consolidations, mergers, sales, leases or conveyances."

Reclassification, Consolidation or Merger. In At any time while Warrants are outstanding and unexpired, in case of any reclassification or change of outstanding securities issuable upon exercise of the Common Stock Warrants (other than a change in par value, or from par value to no par value per share, or from no par value per share to par value or as a result of a subdivision or combinationcombination of outstanding securities issuable upon the exercise of the Warrants), or in case of any consolidation or merger of the Company with or into another corporation (other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification of the Shares issuable upon exercise of this Warrant), or in case of any sale or transfer to another corporation of all or substantially all of the assets property of the Company, the Company, or such successor or purchasing corporation corporation, as the case may be, shall shall, without payment of any additional consideration therefor, execute a new Warrant, Warrants providing that the holder holders of this Warrant the Warrants shall have the right to exercise such new Warrant, Warrants (upon terms not less favorable to the Holders than those then applicable to the Warrants) and procure to receive upon such exercise and payment of the same aggregate Exercise Priceexercise, in lieu of the Shares each share of Common Stock theretofore issuable upon exercise of this Warrantthe Warrants, the kind and amount of shares of stock, other securities, money and or property receivable upon such reclassification, change, consolidation, merger, sale or transfer by the holder of all or substantially all one share of Common Stock issuable upon exercise of the Company's assets Warrants had the Warrants been exercised immediately prior to such reclassification, change, consolidation, merger, sale or merger by a holder of an equivalent number of Sharestransfer. Such new Warrant Warrants shall provide for adjustments that which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)” of this Article “4” of this WarrantSection 6. The provisions of this Paragraph “(A)” of this Article “4” of this Warrant Section 6.2(a) shall similarly apply to successive reclassifications, changes, consolidations, mergers, sales, leases or conveyancessales and transfers.

Reclassification, Consolidation or Merger. In case of of: (i) any reclassification or change of outstanding securities of the Common Stock class issuable upon exercise of this Warrant (other than a change in or implementation of a par value, or as a result of a subdivision or combination), ; or in case of (ii) any consolidation or merger of the Company with or into another corporation (or other entity, other than a consolidation or merger with another corporation or other entity in which the Company is a continuing corporation and in which the Company's stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification or change of the Shares outstanding securities issuable upon exercise of this Warrant); or (iii) any sale, transfer or in case of any sale other disposition of all or substantially all of the property, business or assets of the Company, the Company, or such successor or purchasing corporation corporation, as the case may be, shall execute a new Warrant, Warrant providing that the holder of this Warrant shall have the right to exercise such new Warrant, Warrant and procure upon such exercise and payment of the same aggregate Exercise Priceexercise, in lieu of the Shares each share of Warrant Stock theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property ("Other Property") receivable upon such reclassification, change, consolidation, merger or sale of all or substantially all of the Company's assets or merger by a holder of an equivalent number one share of SharesCommon Stock. Such new Warrant shall provide for adjustments that shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “Section 11. In case of any such event, the successor or acquiring corporation (A)” if other than Company) shall expressly assume the due and punctual observance and performance of each and every covenant and condition of this Article “4” Warrant to be performed and observed by Company and all the obligations and liabilities hereunder, subject to such modifications to reflect the provisions of this Warrantparagraph and otherwise as may be appropriate. The provisions of this Paragraph “subsection (A)” of this Article “4” of this Warrant b) shall similarly apply to successive reclassifications, changes, consolidations, mergers, mergers and sales, leases or conveyances.

Reclassification, Consolidation or Merger. In case of any ----------------------------------------- reclassification of the Common Stock Company's common stock (other than a change in par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification of the Shares shares issuable upon exercise of this Warrant), or in the case of any sale of all or substantially all of the assets of the Company, the Company, or such successor or purchasing corporation as the case may be, shall execute a new Warrant, providing that the holder of this Warrant DIRECTV shall have the right to exercise such new Warrant, and procure upon such exercise and payment of the same aggregate Exercise Price, in lieu of the Shares shares of common stock theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, change, consolidation, sale of all or substantially all of the Company's assets or merger by a holder of an equivalent number of Sharesshares of common stock. Such new Warrant shall provide for adjustments that which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)” of this Article “4” of this WarrantSection 6. The provisions of this Paragraph “subsection (A)” of this Article “4” of this Warrant a) shall similarly apply to successive reclassifications, consolidations, mergers, sales, leases and the sale of all or conveyancessubstantially all of the Company's assets.

Reclassification, Consolidation or Merger. In case of any ----------------------------------------- reclassification or change of outstanding securities of the Common Stock class issuable upon exercise of this Warrant (other than a change in par value, or from par value to no par value, or from no par value to par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (corporation, other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification or change of the Shares outstanding securities issuable upon exercise of this Warrant), or in case of any sale of all or substantially all of the assets of the CompanyCompany in exchange for equity securities of the acquiror, the Company, or such successor or purchasing corporation corporation, as the case may be, shall execute a new Warrant, providing that the holder Holder of this Warrant shall have the right to exercise such new Warrant, Warrant and procure upon such exercise and payment of the same aggregate Exercise Priceexercise, in lieu of the Shares each share of Common Stock theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, change, consolidation, sale of all or substantially all of the Company's assets or merger by a holder of an equivalent number one share of SharesCommon Stock. Such new Warrant shall provide for adjustments that which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)” of this Article “4” of this WarrantSection 5. The provisions of this Paragraph “(A)” of this Article “4” of this Warrant Section 5(a) shall similarly apply to successive reclassifications, changes, consolidations, mergers, sales, leases or conveyancesmergers and transfers.

Reclassification, Consolidation or Merger. In case of any ----------------------------------------- reclassification of the Common Stock (other than a change in par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification of the Shares issuable upon exercise of this Warrant), or in case of any sale of all or substantially all of the assets of the Company, the Company, or such successor or purchasing corporation as the case may be, shall execute a new Warrant, providing that the holder of this Warrant shall have the right to exercise such new Warrant, and procure upon such exercise and payment of the same aggregate Exercise Price, in lieu of the Shares of Common Stock theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, change, consolidation, sale of all or substantially all of the Company's assets or merger by a holder of an equivalent number of Sharesshares of Common Stock. Such new Warrant shall provide for adjustments that which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)” of this Article “4” of this WarrantSection 3. The provisions of this Paragraph “subsection (Aa)” of this Article “4” of this Warrant , subject to Section 12 hereof, shall similarly apply to successive reclassifications, consolidations, mergers, sales, leases and the sale of all or conveyancessubstantially all of the Company's assets.

Reclassification, Consolidation or Merger. In case of any reclassification of all of the Common Stock Company’s outstanding common stock (other than a change in par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's ’s stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification of the Shares shares issuable upon exercise of this Warrant), or in the case of any sale of all or substantially all of the assets of the Company, the Company, or such successor or purchasing corporation as the case may be, shall execute a new Warrant, providing that the holder of this Warrant Xxxxxxxx shall have the right to exercise such new Warrant, and procure upon such exercise and payment of the same aggregate Exercise Price, in lieu of the Shares shares of common stock theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, change, consolidation, sale of all or substantially all of the Company's ’s assets or merger by a holder of an equivalent number of Sharesshares of common stock. Such new Warrant shall provide for adjustments that which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)” of this Article “4” of this WarrantSection 6. The provisions of this Paragraph “subsection (A)” of this Article “4” of this Warrant a) shall similarly apply to successive reclassifications, consolidations, mergers, sales, leases and the sale of all or conveyancessubstantially all of the Company’s assets.

Reclassification, Consolidation or Merger. In case of any ----------------------------------------- reclassification or change of outstanding securities of the Common Stock class issuable upon exercise of this Warrant (other than a change in par value, or from par value to no par value, or from no par value to par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (corporation, other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification or change of the Shares outstanding securities issuable upon exercise of this Warrant), or in case of any sale of all or substantially all of the assets of the Company, the Company, or such successor or purchasing corporation corporation, as the case may be, shall execute a new Warrant, providing that the holder Holder of this Warrant shall have the right to exercise such new Warrant, Warrant and procure upon such exercise and payment of the same aggregate Exercise Priceexercise, in lieu of the Shares each share of Common Stock theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, change, consolidation, sale of all or substantially all of the Company's assets or merger by a holder of an equivalent number one share of SharesCommon Stock. Such new Warrant shall provide for adjustments that which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)” Section 4. No consolidation or merger of the Company with or into another corporation referred to in the first sentence of this Article “paragraph (b) shall be consummated unless the successor or purchasing corporation referred to above shall have agreed to issue a new Warrant as provided in this Section 4” of this Warrant. The provisions of this Paragraph “subsection (A)” of this Article “4” of this Warrant b) shall similarly apply to successive reclassificationsreclassification, changes, consolidations, mergers, sales, leases or conveyancesmergers and transfers.

Reclassification, Consolidation or Merger. In case of any ----------------------------------------- reclassification of the Common Series D Preferred Stock (other than a change in par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification of the Shares shares issuable upon exercise of this Warrant), or in the case of any sale of all or substantially all of the assets of the Company, the Company, or such successor or purchasing corporation as the case may be, shall execute a new Warrant, providing that the holder of this Warrant Quantum shall have the right to exercise such new Warrant, and procure upon such exercise and payment of the same aggregate Exercise Price, in lieu of the Shares shares of Series D Preferred Stock theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, change, consolidation, sale of all or substantially all of the Company's assets or merger by a holder of an equivalent number of Sharesshares of Series D Preferred Stock. Such new Warrant shall provide for adjustments that which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)” of this Article “4” of this WarrantSection 5. The provisions of this Paragraph “subsection (A)” of this Article “4” of this Warrant a) shall similarly apply to successive reclassifications, consolidations, mergers, sales, leases and the sale of all or conveyancessubstantially all of the Company's assets.

Reclassification, Consolidation or Merger. In case of any ----------------------------------------- reclassification of the Common Series C Preferred Stock (other than a change in par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification of the Shares shares issuable upon exercise of this Warrant), or in the case of any sale of all or substantially all of the assets of the Company, the Company, or such successor or purchasing corporation as the case may be, shall execute a new Warrant, providing that the holder of this Warrant Quantum shall have the right to exercise such new Warrant, and procure upon such exercise and payment of the same aggregate Exercise Price, in lieu of the Shares shares of Series C Preferred Stock theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, change, consolidation, sale of all or substantially all of the Company's assets or merger by a holder of an equivalent number of Sharesshares of Series C Preferred Stock. Such new Warrant shall provide for adjustments that which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)” of this Article “4” of this WarrantSection 5. The provisions of this Paragraph “subsection (A)” of this Article “4” of this Warrant a) shall similarly apply to successive reclassifications, consolidations, mergers, sales, leases and the sale of all or conveyancessubstantially all of the Company's assets.

Reclassification, Consolidation or Merger. In case of any reclassification of the Common Stock (other than a change in par value, or as a result of a subdivision or combination), or in case of any consolidation or merger of the Company with or into another corporation (other than a consolidation or merger with another corporation in which the Company is a continuing corporation and in which the Company's stockholders immediately preceding such consolidation or merger own at least 50% of the voting securities of the Company following such consolidation or merger and which does not result in any reclassification of the Shares issuable upon exercise of this Warrant), or in case of any sale of all or substantially all of the assets of the Company, the Company, or such successor or purchasing corporation as the case may be, shall execute a new Warrant, providing that the holder of this Warrant shall have the right to exercise such new Warrant, and procure upon such exercise and payment of the same aggregate Exercise Price, in lieu of the Shares of Common Stock theretofore issuable upon exercise of this Warrant, the kind and amount of shares of stock, other securities, money and property receivable upon such reclassification, change, consolidation, sale of all or substantially all of the Company's assets or merger by a holder of an equivalent number of Sharesshares of Common Stock. Such new Warrant shall provide for adjustments that shall be as nearly equivalent as may be practicable to the adjustments provided for in this Paragraph “(A)” of this Article “4” of this Warrant. The provisions of this Paragraph “(A)” of this Article “4” of this Warrant shall similarly apply to successive reclassifications, consolidations, mergers, sales, leases or conveyances.