5. NONCIRCUMVENTION. The Company hereby covenants and agrees that the Company will not, by amendment of its Certificate of Incorporation, Bylaws or through any reorganization, transfer of assets, consolidation, merger, scheme of arrangement, dissolution, issue or sale of securities, or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms of this Investor Warrant, and will at all times in good faith carry out all the provisions of this Investor Warrant and take all action as may be required to protect the rights of the Holder. Without limiting the generality of the foregoing, the Company (i) shall not increase the par value of any shares of Common Stock receivable upon the exercise of this Investor Warrant above the Exercise Price then in effect, (ii) shall take all such actions as may be necessary or appropriate in order that the Company may validly and legally issue fully paid and non-assessable shares of Common Stock upon the exercise of this Investor Warrant, and (iii) shall, in accordance with Section 1(g) above, so long as any of the Investor Warrants are outstanding, take all action necessary to reserve and keep available out of its authorized and unissued shares of Common Stock, solely for the purpose of effecting the exercise of the Investor Warrants, the maximum number of shares of Common Stock as shall from time to time be necessary to effect the exercise of the Investor Warrants then outstanding (without regard to any limitations on exercise).
6. WARRANT HOLDER NOT DEEMED A STOCKHOLDER. Except as otherwise specifically provided herein, including pursuant to Section 3 hereof, the Holder, solely in its capacity as a holder of this Investor Warrant, shall not be entitled to vote or receive dividends or be deemed the holder of share capital of the Company for any purpose, nor shall anything contained in this Investor Warrant be construed to confer upon the Holder, solely in its capacity as the Holder of this Investor Warrant, any of the rights of a stockholder of the Company or any right to vote, give or withhold consent to any corporate action (whether any reorganization, issue of stock, reclassification of stock, consolidation, merger, conveyance or otherwise), receive notice of meetings, receive dividends or subscription rights, or otherwise, prior to the issuance to the Holder of the Investor Warrant Shares which it is then entitled to receive upon the due exercise of this Investor Warrant. In addition, nothing contained in this Investor Warrant shall be construed as imposing any liabilities on the Holder to purchase any securities (upon exercise of this Investor Warrant or otherwise) or as a stockholder of the Company, whether such liabilities are asserted by the Company or by creditors of the Company. Notwithstanding this Section 6, the Company shall provide the Holder with copies of the same notices and other information given to the stockholders of the Company generally, contemporaneously with the giving thereof to the stockholders.
7. REISSUANCE OF WARRANTS.
(a) Transfer of Investor Warrant. If this Investor Warrant is to be transferred, the Holder shall surrender this Investor Warrant to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Investor Warrant (in accordance with Section 7(d)), registered as the Holder may request, representing the right to purchase the number of Investor Warrant Shares being transferred by the Holder and, if less than the total number of Investor Warrant Shares then underlying this Investor Warrant is being transferred, a new Investor Warrant (in accordance with Section 7(d)) to the Holder representing the right to purchase the number of Investor Warrant Shares not being transferred.
(b) Lost, Stolen or Mutilated Investor Warrant. Upon receipt by the Company of evidence reasonably satisfactory to the Company of the loss, theft, destruction or mutilation of this Investor Warrant (as to which a written certification and the indemnification contemplated below shall suffice as such evidence), and, in the case of loss, theft or destruction, of any indemnification undertaking by the Holder to the Company in customary and reasonable form (but without any requirement to post any surety or other bond) and, in the case of mutilation, upon surrender and cancellation of this Investor Warrant, the Company shall execute and deliver to the Holder a new Investor Warrant (in accordance with Section 7(d)) representing the right to purchase the Investor Warrant Shares then underlying this Investor Warrant.
(c) Exchangeable for Multiple Investor Warrants. This Investor Warrant is exchangeable, upon the surrender hereof by the Holder at the principal office of the Company, for a new Investor Warrant or Investor Warrants (in accordance with Section 7(d)) representing in the aggregate the right to purchase the number of Investor Warrant Shares then underlying this Investor Warrant, and each such new Investor Warrant will represent the right to purchase such portion of such Investor Warrant Shares as is designated by the Holder at the time of such surrender; provided, however, no warrants for fractional shares of Common Stock shall be given.
(d) Issuance of New Investor Warrants. Whenever the Company is required to issue a new Investor Warrant pursuant to the terms of this Investor Warrant, such new Investor Warrant (i) shall be of like tenor with this Investor Warrant, (ii) shall represent, as indicated on the face of such new Investor Warrant, the right to purchase the Investor Warrant Shares then underlying this Investor Warrant (or in the case of a new Investor Warrant being issued pursuant to Section 7(a) or Section 7(c), the Investor Warrant Shares designated by the Holder which, when added to the number of shares of Common Stock underlying the other new Investor Warrants issued in connection with such issuance, does not exceed the number of Investor Warrant Shares then underlying this Investor Warrant), (iii) shall have an issuance date, as indicated on the face of such new Investor Warrant which is the same as the Issuance Date, and (iv) shall have the same rights and conditions as this Investor Warrant.