Notice of Certain Events. If: # the Company shall declare any dividend or distribution upon its outstanding Common Stock, payable in stock, cash, property or other securities (provided that, and to the extent applicable under the Loan Agreement, the Warrantholder in its capacity as lender under the Loan Agreement consents to such dividend); # the Company shall offer for subscription pro rata to the holders of its Common Stock any additional shares of stock of any class or other rights; # there shall be any Merger Event; or # there shall be any voluntary dissolution, liquidation or winding up of the Company; then, in connection with each such event, the Company shall give the Warrantholder notice thereof at the same time and in the same manner as it gives notice thereof to the holders of outstanding Common Stock. In addition, if at any time the number of shares of Common Stock (or other securities of any other class or classes of securities of the Company for which this Warrant is then exercisable) outstanding is reduced such that the number of shares of Common Stock or other securities issuable upon exercise of this Warrant shall exceed five percent (5%) of the then outstanding class of such securities, then, within three (3) business days of such event, the Company shall give the Warrantholder written notice thereof.

Notice of Certain Events. Each party will give prompt notice to the other parties of # the occurrence, or failure to occur, of any event which occurrence or failure would be likely to cause any representation or warranty of the Company, Seller or Buyer, as the case may be, contained in this Agreement to be untrue or inaccurate at any time from the date hereof to the Closing Date or that will or may result in the failure to satisfy any of the conditions specified in Article VII or Article VIII hereof and # any failure of the Company, Seller or Buyer, as the case may be, to comply with or satisfy any covenant, condition or agreement to be complied with or satisfied by any of them under this Agreement. Seller and the Company acknowledge that Buyer does not and will not waive any rights it may have under this Agreement as a result of any such notifications.

Notice of Certain Events. If a Deemed Liquidation Event shall be effected, then # if not expressly exercised pursuant to Section 2 prior to such Deemed Liquidation Event, this Warrant shall be cancelled without any payment therefor immediately prior to the consummation of such Deemed Liquidation Event and Holder’s right to purchase the Shares shall terminate immediately. The Company shall provide or cause to be provided to the Holder written notice of such event no less than ten (10) business days prior to the consummation of a Deemed Liquidation Event.

Notice of Certain Other Events. (A) Counterparty shall give Dealer commercially reasonable advance (but in no event less than one Exchange Business Day) written notice of the section or sections of the Indenture and, if applicable, the formula therein, pursuant to which any adjustment will be made to the Convertible Securities in connection with any Potential Adjustment Event, Merger Event or Tender Offer and # promptly following any such adjustment, Counterparty shall give Dealer written notice of the details of such adjustment.

Notice of Certain Other Events. Counterparty covenants and agrees that:

Notice of Certain Events. To the extent permitted by applicable statute, rule or regulation, the Company shall provide written notice to the Noteholder of the occurrence of any of the following events as soon as practicable, but in no event later than fifteen (15) Business Days following the Company becoming aware of the occurrence of such event:

Notice of Certain Other Events. Counterparty covenants and agrees that:

Notice of Certain Events. If Company proposes at any time # to declare any dividend or distribution upon its capital stock, whether in cash, property, stock, or other securities and whether or not a regular cash dividend; # to offer for subscription pro rata to the holders of any class or series of its stock any additional shares of stock of any class or series or other rights; # to effect any reclassification or recapitalization of Common Stock; or # to consummate any Acquisition, or to liquidate, dissolve or wind up the Company, then, in connection with each such event, the Company shall give Holder # in the case of the matters referred to in [clauses (a) and (b) above] at least 20 days prior written notice of the date on which a record will be taken for such dividend, distribution, or subscription rights (and specifying the date on which the holders of Common Stock will be entitled thereto) or for determining rights to vote, if any, in respect of the matters referred to in [clauses (c) and (d) above]; and # in the case of the matters referred to in [(c) and (d) above] at least 20 days prior written notice of the date when the same will take place (and specifying the date on which the holders of Common Stock will be entitled to exchange their Common Stock for securities or other property deliverable upon the occurrence of such event).

Notice of Certain Other Events. (A) Counterparty shall give Dealer commercially reasonable advance (but in no event less than one Exchange Business Day) written notice of the section or sections of the Indenture and, if applicable, the formula therein, pursuant to which any adjustment will be made to the Convertible Securities in connection with any Potential Adjustment Event, Merger Event or Tender Offer and # promptly following any such adjustment, Counterparty shall give Dealer written notice of the details of such adjustment.

Notice of Certain Other Events. Counterparty covenants and agrees that: