Common use of Reorganization, Reclassification or Consolidation Clause in Contracts

Reorganization, Reclassification or Consolidation. In case of any capital reorganization of the Company, or of any reclassification of Shares (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 subdivision or combination), or in case of the consolidation of the Company with or the merger of the Company into any other person (other than a consolidation or merger in which the Company is the continuing corporation) or of the sale of the properties and assets of the Company as, or substantially as, an entirety to any other corporation, the Warrant shall after such reorganization, reclassification, consolidation, merger or sale be exercisable, upon the terms and conditions specified in this Agreement, for the number of shares of stock or other securities, cash or other property to which a holder of the number of Shares purchasable (at the time of such reorganization, reclassification, consolidation, merger or sale) upon exercise of the Warrant would have been entitled upon such reorganization, reclassification, consolidation, merger or sale; and in any such case, if necessary, the provisions set forth in this Section 2.2 with respect to the rights and interests thereafter of the holders of the Warrant shall be appropriately adjusted so as to be applicable, as nearly as may reasonably be, to any shares of stock or other securities, cash or other property thereafter deliverable on the exercise of the Warrant. The subdivision or combination of Shares at any time outstanding into a greater or lesser number of Shares shall not be deemed to be a reclassification of the Common Stock for the purposes of this Section 2.2. The Company shall not effect any such consolidation, merger or sale unless prior to or simultaneously with the consummation thereof the successor corporation (if other than the Company) resulting from such consolidation or merger or the person purchasing such assets or other appropriate corporation or entity shall assume, by written instrument executed and delivered to the Company's and successor person's transfer agent, if any, the obligation to deliver to the holders of the Warrant such shares of stock, other securities, cash or other property as, in accordance with the foregoing provisions, such holders may be entitled to purchase and the other obligations of the Company under this Warrant.

Reorganization, Reclassification or Consolidation. In case of any capital reorganization of the Company, or of any reclassification of Shares (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 subdivision or combination), or in case of the consolidation of the Company with or the merger of the Company into any other person (other than a consolidation or merger in which the Company is the continuing corporation) or of the sale of the properties and assets of the Company as, or substantially as, an entirety to any other corporation, the Warrant shall after such reorganization, reclassification, consolidation, merger or sale be exercisable, upon the terms and conditions specified in this Agreement, for the number of shares of stock or other securities, cash or other property to which a holder of the number of Shares purchasable (at the time of such reorganization, reclassification, consolidation, merger or sale) upon exercise of the Warrant would have been entitled upon such reorganization, reclassification, consolidation, merger or sale; and in any such case, if necessary, the provisions set forth in this Section 2.2 with respect to the rights and interests thereafter of the holders of the Warrant shall be appropriately adjusted so as to be applicable, as nearly as may reasonably be, to any shares of stock or other securities, cash or other property thereafter deliverable on the exercise of the Warrant. The subdivision or combination of Shares at any time outstanding into a greater or lesser number of Shares shall not be deemed to be a reclassification of the Common Stock for the purposes of this Section 2.2. The Company shall not effect any such consolidation, merger or sale unless prior to or simultaneously with the consummation thereof the successor corporation (if other than the Company) resulting from such consolidation or merger or the person purchasing such assets or other appropriate corporation or entity shall assume, by written instrument executed and delivered to the Company's ’s and successor person's ’s transfer agent, if any, the obligation to deliver to the holders of the Warrant such shares of stock, other securities, cash or other property as, in accordance with the foregoing provisions, such holders may be entitled to purchase and the other obligations of the Company under this Warrant.

Reorganization, Reclassification or Consolidation. In case If a Corporate Transaction shall be effected in such a way that holders of any Company capital reorganization of the Companystock shall be entitled to receive (either directly or upon subsequent liquidation) stock, securities or of any reclassification of Shares (other than a change assets with respect to or in par valueexchange for Company capital stock, or from par value to no par valuethen, or from no par value to par value, or as a result condition of subdivision or combination)such Corporate Transaction, or lawful and adequate provision (in case of form and substance satisfactory to the consolidation of Holder) shall be made whereby the Company with or Holder shall hereafter have the merger of right to acquire and receive upon the Company into any other person (other than a consolidation or merger in which the Company is the continuing corporation) or of the sale of the properties basis and assets of the Company as, or substantially as, an entirety to any other corporation, the Warrant shall after such reorganization, reclassification, consolidation, merger or sale be exercisable, upon the terms and conditions specified in this AgreementWarrant and in lieu of the Shares immediately theretofore acquirable and receivable upon the exercise of this Warrant, such shares of stock, securities or assets as may be issued or payable with respect to or in exchange for the number of shares Shares immediately theretofore acquirable and receivable upon the exercise by the Holder of stock or other securities, cash or other property to which a holder of the number of Shares purchasable (at the time of this Warrant had such reorganization, reclassification, consolidation, merger or sale) upon exercise of the Warrant would have been entitled upon such reorganization, reclassification, consolidation, merger or sale; and in Corporate Transaction not taken place. In any such case, if necessary, appropriate provisions (in form and substance satisfactory to the provisions set forth in this Section 2.2 Holders of the Warrants representing at least a majority of the Shares obtainable upon exercise of all Warrants then outstanding) shall be made with respect to the rights and interests thereafter of the holders Holder of this Warrant to the end that the provisions hereof (including without limitation provisions for adjustments of the Warrant Exercise Price and of the number of Shares purchasable upon the exercise of this Warrant) shall be appropriately adjusted so as to thereafter be applicable, as nearly as may reasonably be, in relation to any shares of stock stock, securities or other securities, cash or other property assets thereafter deliverable on upon the exercise of the Warrant. The subdivision or combination of Shares at any time outstanding into a greater or lesser number of Shares shall not be deemed to be a reclassification of the Common Stock for the purposes of this Section 2.2hereof. The Company shall not effect any such consolidationCorporate Transaction, merger or sale unless prior to or simultaneously with the consummation thereof the successor corporation Person (if other than the Company) resulting from such consolidation or merger merger, or the person Person purchasing such assets or other appropriate corporation or entity assets, shall assume, assume by written instrument executed (in form and delivered substance satisfactory to the Company's and successor person's transfer agent, if anyHolders of Warrants representing at least a majority of the Shares obtainable upon exercise of all of the Warrants then outstanding), the obligation to deliver to the holders of the Warrant each Holder such shares of stock, other securities, cash securities or other property assets as, in accordance with the foregoing provisions, such holders Holder may be entitled to purchase and the other obligations acquire. For purposes of the Company under this Warrant., the term “Corporate Transaction” shall mean any

Reorganization, Reclassification or Consolidation. In case If a Corporate Transaction shall be effected in such a way that holders of any Company capital reorganization of the Companystock shall be entitled to receive (either directly or upon subsequent liquidation) stock, securities or of any reclassification of Shares (other than a change assets with respect to or in par valueexchange for Company capital stock, or from par value to no par valuethen, or from no par value to par value, or as a result condition of subdivision or combination)such Corporate Transaction, or lawful and adequate provision (in case of form and substance satisfactory to the consolidation of Holder) shall be made whereby the Company with or Holder shall hereafter have the merger of right to acquire and receive upon the Company into any other person (other than a consolidation or merger in which the Company is the continuing corporation) or of the sale of the properties basis and assets of the Company as, or substantially as, an entirety to any other corporation, the Warrant shall after such reorganization, reclassification, consolidation, merger or sale be exercisable, upon the terms and conditions specified in this AgreementWarrant and in lieu of the Shares immediately theretofore acquirable and receivable upon the exercise of this Warrant, such shares of stock, securities or assets as may be issued or payable with respect to or in exchange for the number of shares Shares immediately theretofore acquirable and receivable upon the exercise by the Holder of stock or other securities, cash or other property to which a holder of the number of Shares purchasable (at the time of this Warrant had such reorganization, reclassification, consolidation, merger or sale) upon exercise of the Warrant would have been entitled upon such reorganization, reclassification, consolidation, merger or sale; and in Corporate Transaction not taken place. In any such case, if necessary, appropriate provisions (in form and substance satisfactory to the provisions set forth in this Section 2.2 Holders of the Warrants representing at least a majority of the Shares obtainable upon exercise of all Warrants then outstanding) shall be made with respect to the rights and interests thereafter of the holders Holder of this Warrant to the end that the provisions hereof (including without limitation provisions for adjustments of the Warrant Exercise Price and of the number of Shares purchasable upon the exercise of this Warrant) shall be appropriately adjusted so as to thereafter be applicable, as nearly as may reasonably be, in relation to any shares of stock stock, securities or other securities, cash or other property assets thereafter deliverable on upon the exercise of the Warrant. The subdivision or combination of Shares at any time outstanding into a greater or lesser number of Shares shall not be deemed to be a reclassification of the Common Stock for the purposes of this Section 2.2hereof. The Company shall not effect any such consolidationCorporate Transaction, merger or sale unless prior to or simultaneously with the consummation thereof the successor corporation Person (if other than the Company) resulting from such consolidation or merger merger, or the person Person purchasing such assets or other appropriate corporation or entity shall assume, by written instrument executed and delivered to the Company's and successor person's transfer agent, if any, the obligation to deliver to the holders of the Warrant such shares of stock, other securities, cash or other property as, in accordance with the foregoing provisions, such holders may be entitled to purchase and the other obligations of the Company under this Warrant.such

Reorganization, Reclassification or Consolidation. In case of any capital reorganization of the Company, or of any reclassification of Shares (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 subdivision or combination), or in case of the consolidation of the Company with or the merger of the Company into any other person (other than a consolidation or merger in which the Company is the continuing corporation) or of the sale of the properties and assets of the Company as, or substantially as, an entirety to any other corporation, the Warrant shall after such reorganization, reclassification, consolidation, merger or sale be exercisable, upon the terms and conditions specified in this Agreement, for the number of shares of stock or other securities, cash or other property to which a holder of the number of Shares purchasable (at the time of such reorganization, reclassification, consolidation, merger or sale) upon exercise of the Warrant would have been entitled upon such reorganization, reclassification, consolidation, merger or sale; and in any such case, if necessary, the provisions set forth in this Section 2.2 with respect to the rights and interests thereafter of the holders of the Warrant shall be appropriately adjusted so as to be applicable, as nearly as may reasonably be, to any shares of stock or other securities, cash or other property thereafter deliverable on the exercise of the Warrant. The subdivision or combination of Shares at any time outstanding into a greater or lesser number of Shares shall not be deemed to be a reclassification of the Common Stock for the purposes of this Section 2.2. The Company shall not effect any such consolidation, merger or sale unless prior to or simultaneously with the consummation thereof the successor corporation (if other than the Company) resulting from such consolidation or merger or the person purchasing such assets or other appropriate corporation or entity shall assume, by written instrument executed and delivered to the Company's and successor person's transfer agent, if any, the obligation to deliver to the holders of the Warrant such shares of stock, other securities, cash or other property as, in accordance with the foregoing provisions, such holders may be entitled to purchase and the other obligations of the Company under this WarrantWarrant .