written notice from the Company that the Next Equity Financing has occurred (which written notice from the Company shall include the Next Equity Financing Price) (the Next Equity Financing Election Period), and Holder shall be deemed to waive its right to make such Next Equity Financing Election if it fails to deliver its Next Equity Financing Election within the Next Equity Financing Election Period. The right of Holder to make a Next Equity Financing Election shall (i) only apply to the first Next Equity Financing that occurs after the Issue Date and shall not apply to any other financing and (ii) shall terminate (x), in the case of the occurrence of an Acquisition, then upon the satisfaction of the provisions of Section 1.6 hereof and (y) in the case of the occurrence of an IPO (defined below), then upon the satisfaction of Section 2.3 hereof. Any adjustment to the Warrant Price made as a result of this Section 1.7 shall be in addition to any adjustment(s) to be made in accordance with Section 2 hereof.
1.8 Stockholder Agreement. As to any Shares (and the securities issuable, directly or indirectly, upon conversion of the Shares, if any) Holder receives upon exercise or conversion of this Warrant, the Holder agrees to be bound by the Fourth Amended and Restated Voting, Right of First Refusal and Co-Sale Agreement, dated as of December 22, 2009, by and among the Company and the stockholders named therein, as amended by that certain Series D Preferred Stock Extension Financing Omnibus Amendment, dated as of July 13, 2011, that certain Series D Preferred Stock Extension Financing Omnibus Amendment No. 2, dated as of September 25, 2013, that certain Series D Preferred Stock Extension Financing Omnibus Amendment No. 3, dated as of March 24, 2014, and that certain Series D Preferred Stock Extension Financing Omnibus Amendment No. 4, dated as of May 15, 2014, and as further amended and/or restated from time to time.
SECTION 2. ADJUSTMENTS TO THE SHARES AND WARRANT PRICE.
2.1 Stock Dividends, Splits, Etc. If the Company declares or pays a dividend or distribution on the outstanding shares of the Class payable in common stock or other securities or property (other than cash), then upon exercise of this Warrant, for each Share acquired, Holder shall receive, without additional cost to Holder, the total number and kind of securities and property which Holder would have received had Holder owned the Shares of record as of the date the dividend or distribution occurred. If the Company subdivides the outstanding shares of the Class by reclassification or otherwise into a greater number of shares, the number of Shares purchasable hereunder shall be proportionately increased and the Warrant Price shall be proportionately decreased. If the outstanding shares of the Class are combined or consolidated, by reclassification or otherwise, into a lesser number of shares, the Warrant Price shall be proportionately increased and the number of Shares shall be proportionately decreased.
2.2 Reclassification, Exchange, Combinations or Substitution. Upon any event whereby all of the outstanding shares of the Class are reclassified, exchanged, combined, substituted, or replaced for, into, with or by Company securities of a different class and/or series, then from and after the consummation of such event, this Warrant will be exercisable for the number, class and series of Company securities that Holder would have received had the Shares been outstanding on and as of the consummation of such event, and subject to further adjustment thereafter from time to time in accordance with the provisions of this Warrant. The provisions of this Section 2.2 shall similarly apply to successive reclassifications, exchanges, combinations, substitutions, replacements or other similar events.
2.3 Conversion of Preferred Stock. If the Class is a class and series of the Companys convertible preferred stock, in the event that all outstanding shares of the Class are converted, automatically or by action of the holders thereof, into common stock pursuant to the provisions of the Companys Certificate of Incorporation, including, without limitation, in connection with the Companys initial, underwritten public offering and sale of its common stock pursuant to an effective registration statement under the Act (the IPO), then from and after the date on which all outstanding shares of the Class have been so converted, this Warrant shall be exercisable for such number of shares of common stock into which