Strike up the band – it’s time to occasion. The Company is not going to, by modification of its Constitution or by way of any reorganization, switch of assets, consolidation, merger, dissolution, issue or sale of securities or any other voluntary action, avoid or search to keep away from the observance or performance of any of the terms to be noticed or performed hereunder by the Company, but will at all times in good religion help in the carrying out of all of the provisions of this Warrant and in taking of all such motion as could also be vital or appropriate with a view to shield the rights of the Warrantholder.

Why sure readers, that is a HAND TRACED copy of a 1930’s Vionnet pattern I had innocently adored on her weblog, not remembering that our stitching pals are the kinds of people to HAND TRACE VINTAGE VIONNET PATTERNS FOR YOU BECAUSE THEY’RE THE LOVELIEST FOLKS ON THE PLANET.

For functions of this Section four, the merger or consolidation of the Company with any other company or other entity, together with a merger or consolidation wherein the holders of Designated Most well-liked Stock receive money, securities or other party dress property for his or her shares, or the sale, lease or alternate (for cash, securities or different property) of all or substantially the entire belongings of the Corporation, shall not represent a liquidation, dissolution or winding up of the Corporation.

Upon request by the Investor at any time following the Closing Date, the Firm shall promptly enter right into a depositary arrangement, pursuant to customary agreements moderately passable to the Investor and with a depositary moderately acceptable to the Investor, pursuant to which the Preferred Shares may be deposited and depositary shares, every representing a fraction of a Most well-liked Share as specified by the Investor, could also be issued.

WHEREAS, that pursuant to the provisions of the articles of incorporation, as amended, and the bylaws of the Company and applicable regulation, the Board of Administrators beforehand created a sequence of Most well-liked Inventory, par value $1.00 per share, and designated numerous shares of such collection and the voting and other powers, preferences and relative, collaborating, non-obligatory or different rights, and the qualifications, limitations and restrictions thereof, of the shares of such sequence, which might be set forth below.

“Share Dilution Quantity” means the increase in the variety of diluted shares outstanding (determined in accordance with GAAP, and as measured from the date of the Company’s most just lately filed Company Monetary Statements previous to the Closing Date) ensuing from the grant, vesting or train of fairness-based mostly compensation to employees and equitably adjusted for any inventory split, stock dividend, reverse inventory break up, reclassification or comparable transaction.

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