Common use of Special Dividends Clause in Contracts

Special Dividends. (i) Special Dividends shall cumulate and accrue on each issued and outstanding share of Common Stock on a daily basis, at a rate of 0.08 shares of Common Stock per annum, based on a 365-day year, commencing at the times specified therefor set forth in Section 2(g)(i) and Section 2(g)(ii) (each of the foregoing events, beginning on the first date of such event and including each day of such event until (and not inclusive of) the date of a Special Dividend Satisfaction Date (as defined below), a “Special Dividend Accrual Event”). (ii) Special Dividends shall, commencing upon the occurrence of any Special Dividend Accrual Event, be cumulative and accrue on a daily basis, and shall cease cumulating and accruing upon the earliest to occur of (1) the date of the satisfaction of the conditions set forth in Section 2(g)(i) or Section 2(g)(ii) that gave rise to such Special Dividend (any such date, a “Special Dividend Satisfaction Date”), (2) any Conversion End Date, and (3) the date on which the cumulative number of days (which need not be consecutive) on which Special Dividends have accrued in respect of Special Dividend Accrual Events (without duplication) equals 1,095 days (the “Maximum Accrual Period”). Special Dividends shall cumulate and accrue and, when declared and paid shall be issued in, additional shares of Common Stock. Upon a simultaneous or consecutive occurrence of two or more Special Dividend Accrual Events on one or more days, Special Dividends shall accrue on each issued and outstanding share of Common Stock as if only one Special Dividend Accrual Event had occurred, such that the accrual of Special Dividends in accordance with this Section 2(h) shall not be doubled, tripled or otherwise multiplied due to the existence of multiple events causing the accrual of Special Dividends. (iii) Accrued but unpaid Special Dividends shall become due and payable in the form of shares of Common Stock upon (1) the date of any voluntary or involuntary liquidation, dissolution or winding up of the Company (but prior to any such voluntary or involuntary liquidation, dissolution or winding up), (2) the date on which the cumulative number of days (which need not be consecutive) on which Special Dividends have accrued equals 365 days or 730 days (each, a “Compounding Date”), and (3) a Conversion End Date but prior to the Conversion (as defined in the Company Charter) (each event in clause (1), (2) and (3), a “Payment Date”). The number of shares of Common Stock to be issued to a holder of shares of Common Stock on a Payment Date shall be equal to (1) the number of issued and outstanding shares of Common Stock held by such holder and upon which payment of Special Dividends is due, multiplied by (2)(a) Accrual Days multiplied by (b)(i) 8.0% divided by (ii) 365. (iv) The Company shall make available to each holder of Common Stock information regarding the occurrence of any (1) event set forth in Section 2(g) causing the accrual of Special Dividends, (2) Special Dividend Satisfaction Date, and (3) Conversion End Date, in each case within five (5) Business Days following such occurrences provided, however, that the failure to provide such notice or any defect in it shall not affect the validity of any transaction.

Special Dividends. (i) Special Dividends If the Company shall cumulate and accrue on each issued and outstanding share of Common Stock on a daily basis, at a rate of 0.08 shares of Common Stock per annum, based on a 365-day year, commencing at the times specified therefor set forth in Section 2(g)(i) and Section 2(g)(ii) (each of the foregoing events, beginning on the first date of such event and including each day of such event until (and not inclusive of) the date of a Special Dividend Satisfaction Date (as defined below), a “Special Dividend Accrual Event”). (ii) Special Dividends shall, commencing upon the occurrence of issue or distribute to any Special Dividend Accrual Event, be cumulative and accrue on a daily basis, and shall cease cumulating and accruing upon the earliest to occur of (1) the date of the satisfaction of the conditions set forth in Section 2(g)(i) holder or Section 2(g)(ii) that gave rise to such Special Dividend (any such date, a “Special Dividend Satisfaction Date”), (2) any Conversion End Date, and (3) the date on which the cumulative number of days (which need not be consecutive) on which Special Dividends have accrued in respect of Special Dividend Accrual Events (without duplication) equals 1,095 days (the “Maximum Accrual Period”). Special Dividends shall cumulate and accrue and, when declared and paid shall be issued in, additional shares of Common Stock. Upon a simultaneous or consecutive occurrence of two or more Special Dividend Accrual Events on one or more days, Special Dividends shall accrue on each issued and outstanding share of Common Stock as if only one Special Dividend Accrual Event had occurred, such that the accrual of Special Dividends in accordance with this Section 2(h) shall not be doubled, tripled or otherwise multiplied due to the existence of multiple events causing the accrual of Special Dividends. (iii) Accrued but unpaid Special Dividends shall become due and payable in the form holders of shares of Common Stock upon (1) the date evidences of indebtedness, any voluntary or involuntary liquidation, dissolution or winding up other securities of the Company or any cash, property or other assets (but prior to excluding a Common Stock Reorganization or a Common Stock Distribution), whether or not accompanied by a purchase, redemption or other acquisition of shares of Common Stock (any such voluntary or involuntary liquidation, dissolution or winding upnonexcluded event being herein called a "Special Dividend"), (2a) the Exercise Price shall be decreased, effective immediately after the effective date on of such Special Dividend, to a price determined by multiplying the Exercise Price then in effect by a fraction, the numerator of which shall be the cumulative number Fair Market Value of days (which need not be consecutive) on which the Company per share of outstanding Common Stock as of such effective date less any cash and the then Fair Market Value of any evidences of indebtedness, securities or property or other assets issued or distributed in such Special Dividends have accrued equals 365 days or 730 days (each, a “Compounding Date”)Dividend with respect to one share of Common Stock, and (3) a Conversion End Date but prior to the Conversion (as defined in the Company Charter) (each event in clause (1), (2) denominator of which shall be such Fair Market Value per share and (3), a “Payment Date”). The b) the number of shares of Common Stock subject to purchase upon exercise of this Warrant shall be issued increased to a holder number determined by multiplying the number of shares of Common Stock on subject to purchase immediately before such Special Dividend by a Payment Date fraction, the numerator of which shall be equal the Exercise Price in effect immediately before such Special Dividend and the denominator of which shall be the Exercise Price in effect immediately after such Special Dividend. A reclassification of Common Stock (other than a change in par value, or from par value to (1no par value or from no par value to par value) into shares of Common Stock and shares of any other class of stock shall be deemed a distribution by the number Company to the holders of issued and such Common Stock of such shares of such other class of stock and, if the outstanding shares of Common Stock held by such holder and upon which payment shall be changed into a larger or smaller number of Special Dividends is due, multiplied by (2)(a) Accrual Days multiplied by (b)(i) 8.0% divided by (ii) 365. (iv) The Company shall make available to each holder shares of Common Stock information regarding the occurrence as part of any (1) event set forth in Section 2(g) causing the accrual of Special Dividendssuch reclassification, (2) Special Dividend Satisfaction Date, and (3) Conversion End Date, in each case within five (5) Business Days following such occurrences provided, however, that the failure to provide such notice or any defect in it shall not affect the validity of any transactiona Common Stock Reorganization.

Special Dividends. (i) Special Dividends If the Company shall cumulate and accrue on each issued and outstanding share of Common Stock on a daily basis, at a rate of 0.08 shares of Common Stock per annum, based on a 365-day year, commencing at the times specified therefor set forth in Section 2(g)(i) and Section 2(g)(ii) (each of the foregoing events, beginning on the first date of such event and including each day of such event until (and not inclusive of) the date of a Special Dividend Satisfaction Date (as defined below), a “Special Dividend Accrual Event”). (ii) Special Dividends shall, commencing upon the occurrence of issue or distribute to any Special Dividend Accrual Event, be cumulative and accrue on a daily basis, and shall cease cumulating and accruing upon the earliest to occur of (1) the date of the satisfaction of the conditions set forth in Section 2(g)(i) holder or Section 2(g)(ii) that gave rise to such Special Dividend (any such date, a “Special Dividend Satisfaction Date”), (2) any Conversion End Date, and (3) the date on which the cumulative number of days (which need not be consecutive) on which Special Dividends have accrued in respect of Special Dividend Accrual Events (without duplication) equals 1,095 days (the “Maximum Accrual Period”). Special Dividends shall cumulate and accrue and, when declared and paid shall be issued in, additional shares of Common Stock. Upon a simultaneous or consecutive occurrence of two or more Special Dividend Accrual Events on one or more days, Special Dividends shall accrue on each issued and outstanding share of Common Stock as if only one Special Dividend Accrual Event had occurred, such that the accrual of Special Dividends in accordance with this Section 2(h) shall not be doubled, tripled or otherwise multiplied due to the existence of multiple events causing the accrual of Special Dividends. (iii) Accrued but unpaid Special Dividends shall become due and payable in the form holders of shares of Common Stock upon (1) the date evidences of indebtedness, any voluntary or involuntary liquidation, dissolution or winding up other securities of the Company or any cash, property or other assets (but prior to excluding a Common Stock Reorganization or a Common Stock Distribution), whether or not accompanied by a purchase, redemption or other acquisition of shares of Common Stock (any such voluntary or involuntary liquidation, dissolution or winding upnonexcluded event being herein called a "SPECIAL DIVIDEND"), (2a) the Exercise Price shall be decreased, effective immediately after the effective date on of such Special Dividend, to a price determined by multiplying the Exercise Price then in effect by a fraction, the numerator of which shall be the cumulative Fair Market Value of the Company per share of outstanding Common Stock as of such effective date less any cash and the then Fair Market Value of any evidences of indebtedness, securities or property or other assets issued or distributed in such Special Dividend with respect to one share of Common Stock, and the denominator of which shall be such Fair Market Value per share and (b) the number of days shares of Non-Voting Common Stock subject to purchase upon exercise of this Warrant shall be increased to a number determined by multiplying the number of shares of Non-Voting Common Stock subject to purchase immediately before such Special Dividend by a fraction, the numerator of which shall be the Exercise Price in effect immediately before such Special Dividend and the denominator of which shall be the Exercise Price in effect immediately after such Special Dividend. A reclassification of Common Stock (which need not other than a change in par value, or from par value to no par value or from no par value to par value) into shares of Common Stock and shares of any other class of stock shall be consecutive) on which Special Dividends have accrued equals 365 days or 730 days (each, deemed a “Compounding Date”), and (3) a Conversion End Date but prior distribution by the Company to the Conversion (as defined in holders of such Common Stock of such shares of such other class of stock and, if the Company Charter) (each event in clause (1), (2) and (3), outstanding shares of Common Stock shall be changed into a “Payment Date”). The larger or smaller number of shares of Common Stock to be issued to as part of such reclassification, a holder of shares of Common Stock on a Payment Date shall be equal to (1) the number of issued and outstanding shares of Common Stock held by such holder and upon which payment of Special Dividends is due, multiplied by (2)(a) Accrual Days multiplied by (b)(i) 8.0% divided by (ii) 365Reorganization. (iv) The Company shall make available to each holder of Common Stock information regarding the occurrence of any (1) event set forth in Section 2(g) causing the accrual of Special Dividends, (2) Special Dividend Satisfaction Date, and (3) Conversion End Date, in each case within five (5) Business Days following such occurrences provided, however, that the failure to provide such notice or any defect in it shall not affect the validity of any transaction.

Special Dividends. (i) Special Dividends If the Company shall cumulate and accrue on each issued and outstanding share of Common Stock on a daily basis, at a rate of 0.08 shares of Common Stock per annum, based on a 365-day year, commencing at the times specified therefor set forth in Section 2(g)(i) and Section 2(g)(ii) (each of the foregoing events, beginning on the first date of such event and including each day of such event until (and not inclusive of) the date of a Special Dividend Satisfaction Date (as defined below), a “Special Dividend Accrual Event”). (ii) Special Dividends shall, commencing upon the occurrence of any Special Dividend Accrual Event, be cumulative and accrue on a daily basis, and shall cease cumulating and accruing upon the earliest issue or distribute to occur of (1) the date of the satisfaction of the conditions set forth in Section 2(g)(i) or Section 2(g)(ii) that gave rise to such Special Dividend (any such date, a “Special Dividend Satisfaction Date”), (2) any Conversion End Date, and (3) the date on which the cumulative number of days (which need not be consecutive) on which Special Dividends have accrued in respect of Special Dividend Accrual Events (without duplication) equals 1,095 days (the “Maximum Accrual Period”). Special Dividends shall cumulate and accrue and, when declared and paid shall be issued in, additional shares of Common Stock. Upon a simultaneous or consecutive occurrence of two or more Special Dividend Accrual Events on one or more days, Special Dividends shall accrue on each issued and outstanding share of Common Stock as if only one Special Dividend Accrual Event had occurred, such that the accrual of Special Dividends in accordance with this Section 2(h) shall not be doubled, tripled or otherwise multiplied due to the existence of multiple events causing the accrual of Special Dividends. (iii) Accrued but unpaid Special Dividends shall become due and payable in the form all holders of shares of Common Stock upon (1) the date evidences of indebtedness, any voluntary or involuntary liquidation, dissolution or winding up other securities of the Company or any cash, property or other assets (but excluding (i) a Common Stock Reorganization, (ii) a Common Stock Distribution, (iii) quarterly cash dividends paid in the ordinary course of business, or (iv) any purchase, redemption or other acquisition by the Company of shares of Common Stock owned by any individual shareholder owning fewer than 100 shares), whether or not accompanied by a purchase, redemption or other acquisition of shares of Common Stock (any such nonexcluded event being herein called a "Special Dividend"), the (x) the Exercise Price shall be decreased, effective immediately after the effective date of such Special Dividend, to a price determined by multiplying the Exercise Price then in effect by a fraction, the numerator of which shall be the Market Price immediately prior to such effective date less any cash and the then fair market value, as determined in good faith by the Board of Directors of the Company, of any evidences of indebtedness, securities or property or other assets issued or distributed in such voluntary or involuntary liquidationSpecial Dividend with respect to one share of Common Stock, dissolution or winding up), (2) and the date on denominator of which shall be the cumulative number of days (which need not be consecutive) on which Special Dividends have accrued equals 365 days or 730 days (each, a “Compounding Date”)Market Price immediately prior to such effective date, and (3y) a Conversion End Date but prior to the Conversion (as defined in the Company Charter) (each event in clause (1), (2) and (3), a “Payment Date”). The number of shares of Common Stock subject to purchase upon exercise of this Warrant shall be issued increased to a holder number determined by multiplying the number of shares of Common Stock on subject to purchase immediately before such Special Dividend by a Payment Date fraction, the numerator of which shall be equal the Exercise Price in effect immediately before such Special Dividend and the denominator of which shall be the Exercise Price in effect immediately after such Special Dividend. A reclassification of the Common Stock (other than a change in par value, or from par value to (1no par value or from no par value to par value) into shares of Common Stock and shares of any other class of stock shall be deemed to be a distribution by the number Company to the holders of issued and its Common Stock of such shares of such other class of stock and, if the outstanding shares of Common Stock held by such holder and upon which payment shall be changed into a larger or smaller number of Special Dividends is due, multiplied by (2)(a) Accrual Days multiplied by (b)(i) 8.0% divided by (ii) 365. (iv) The Company shall make available to each holder shares of Common Stock information regarding the occurrence as part of any (1) event set forth in Section 2(g) causing the accrual of Special Dividendssuch reclassification, (2) Special Dividend Satisfaction Date, and (3) Conversion End Date, in each case within five (5) Business Days following such occurrences provided, however, that the failure to provide such notice or any defect in it shall not affect the validity of any transactiona Common Stock Reorganization.

Special Dividends. (i) Special Dividends If the Company shall cumulate and accrue on each issued and outstanding share of Common Stock on a daily basis, at a rate of 0.08 shares of Common Stock per annum, based on a 365-day year, commencing at the times specified therefor set forth in Section 2(g)(i) and Section 2(g)(ii) (each of the foregoing events, beginning on the first date of such event and including each day of such event until (and not inclusive of) the date of a Special Dividend Satisfaction Date (as defined below), a “Special Dividend Accrual Event”). (ii) Special Dividends shall, commencing upon the occurrence of issue or ----------------- distribute to any Special Dividend Accrual Event, be cumulative and accrue on a daily basis, and shall cease cumulating and accruing upon the earliest to occur of (1) the date of the satisfaction of the conditions set forth in Section 2(g)(i) holder or Section 2(g)(ii) that gave rise to such Special Dividend (any such date, a “Special Dividend Satisfaction Date”), (2) any Conversion End Date, and (3) the date on which the cumulative number of days (which need not be consecutive) on which Special Dividends have accrued in respect of Special Dividend Accrual Events (without duplication) equals 1,095 days (the “Maximum Accrual Period”). Special Dividends shall cumulate and accrue and, when declared and paid shall be issued in, additional shares of Common Stock. Upon a simultaneous or consecutive occurrence of two or more Special Dividend Accrual Events on one or more days, Special Dividends shall accrue on each issued and outstanding share of Common Stock as if only one Special Dividend Accrual Event had occurred, such that the accrual of Special Dividends in accordance with this Section 2(h) shall not be doubled, tripled or otherwise multiplied due to the existence of multiple events causing the accrual of Special Dividends. (iii) Accrued but unpaid Special Dividends shall become due and payable in the form holders of shares of Common Stock upon (1) the date evidences of indebtedness, any voluntary or involuntary liquidation, dissolution or winding up other securities of the Company or any cash, property or other assets (but prior to excluding a Common Stock Reorganization or a Common Stock Distribution), whether or not accompanied by a purchase, redemption or other acquisition of shares of Common Stock (any such voluntary or involuntary liquidation, dissolution or winding upnonexcluded event being herein called a "Special Dividend"), (2a) the Exercise Price shall be decreased, effective immediately after the effective date on of such Special Dividend, to a price determined by multiplying the Exercise Price then in effect by a fraction, the numerator of which shall be the cumulative Fair Market Value of the Company per share of outstanding Common Stock as of such effective date less any cash and the then Fair Market Value of any evidences of indebtedness, securities or property or other assets issued or distributed in such Special Dividend with respect to one share of Common Stock, and the denominator of which shall be such Fair Market Value per share and (b) the number of days shares of Class C Common Stock subject to purchase upon exercise of this Warrant shall be increased to a number determined by multiplying the number of shares of Class C Common Stock subject to purchase immediately before such Special Dividend by a fraction, the numerator of which shall be the Exercise Price in effect immediately before such Special Dividend and the denominator of which shall be the Exercise Price in effect immediately after such Special Dividend. A reclassification of Common Stock (which need not other than a change in par value, or from par value to no par value or from no par value to par value) into shares of Common Stock and shares of any other class of stock shall be consecutive) on which Special Dividends have accrued equals 365 days or 730 days (each, deemed a “Compounding Date”), and (3) a Conversion End Date but prior distribution by the Company to the Conversion (as defined in holders of such Common Stock of such shares of such other class of stock and, if the Company Charter) (each event in clause (1), (2) and (3), outstanding shares of Common Stock shall be changed into a “Payment Date”). The larger or smaller number of shares of Common Stock to be issued to as part of such reclassification, a holder of shares of Common Stock on a Payment Date shall be equal to (1) the number of issued and outstanding shares of Common Stock held by such holder and upon which payment of Special Dividends is due, multiplied by (2)(a) Accrual Days multiplied by (b)(i) 8.0% divided by (ii) 365Reorganization. (iv) The Company shall make available to each holder of Common Stock information regarding the occurrence of any (1) event set forth in Section 2(g) causing the accrual of Special Dividends, (2) Special Dividend Satisfaction Date, and (3) Conversion End Date, in each case within five (5) Business Days following such occurrences provided, however, that the failure to provide such notice or any defect in it shall not affect the validity of any transaction.