Common use of Adjustment by Board of Directors Clause in Contracts

Adjustment by Board of Directors. If any event occurs as to which, in the opinion of the Board of Directors of the Company, the provisions of this Section 3 are not strictly applicable or if strictly applicable would not fairly protect the rights of the holder of this Warrant in accordance with the essential intent and principles of such provisions, then the Board of Directors shall make an adjustment in the application of such provisions, in accordance with such essential intent and principles, so as to protect such rights as aforesaid, but in no event shall any adjustment have the effect of increasing the Purchase Price as otherwise determined pursuant to any of the provisions of this Section 3 except in the case of a combination of shares of a type contemplated in Paragraph 3.3 and then in no event to an amount larger than the Purchase Price as adjusted pursuant to Paragraph 3.3.

Appears in 12 contracts

Samples: Securities Purchase Agreement (Warburg Pincus Ventures Lp), Securities Purchase Agreement (Coventry Corp), Securities Purchase Agreement (Western Publishing Group Inc)

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Adjustment by Board of Directors. If any event occurs as to which, in the opinion of the Board of Directors of the CompanyDirectors, the provisions of this Section 3 3.1 are not strictly applicable or if strictly applicable would not fairly protect the rights of the holder of this Warrant Holder in accordance with the essential intent and principles of such provisions, then the Board of Directors shall make an adjustment in the application of such provisions, in accordance with such essential intent and principles, so as to protect such rights as aforesaid, but in no event shall any adjustment have the effect of increasing the Purchase Exercise Price as otherwise determined pursuant to any of the provisions of this Section 3 3.1, except in the case of a combination of shares of a type contemplated in Paragraph 3.3 Section 3.1(a)(i), and then in no event to an amount larger than the Purchase Exercise Price as adjusted pursuant to Paragraph 3.3Section 3.1(a)(i).

Appears in 10 contracts

Samples: Subscription Agreement (Remote Knowledge Inc), Warrant (Varitek Industries Inc), Subscription Agreement (Remote Knowledge Inc)

Adjustment by Board of Directors. If any event occurs as to -------------------------------- which, in the opinion of the Board of Directors of the Company, the provisions of this Section 3 are not strictly applicable or if strictly applicable would not fairly protect the rights of the holder of this Warrant in accordance with the essential intent and principles of such provisions, then the Board of Directors shall make an adjustment in the application of such provisions, in accordance with such essential intent and principles, so as to protect such rights as aforesaid, but in no event shall any adjustment have the effect of increasing the Purchase Price as otherwise determined pursuant to any of the provisions of this Section 3 except in the case of a combination of shares of a type contemplated in Paragraph 3.3 and then in no event to an amount larger than the Purchase Price as adjusted pursuant to Paragraph 3.3.

Appears in 5 contracts

Samples: Esg Re LTD, Esg Re LTD, Internet Capital Group Inc

Adjustment by Board of Directors. If any event occurs as to which, in the opinion of the Board of Directors of the CompanyDirectors, the provisions of this Section Paragraph 3 are not strictly applicable or if strictly applicable would not fairly protect the rights of the holder of this Warrant Holder in accordance with the essential intent and principles of such provisions, then the Board of Directors shall make an adjustment in the application of such provisions, in accordance with such essential intent and principles, so as to protect such rights as aforesaid, but in no event shall any adjustment have the effect of increasing the Purchase Price as otherwise determined pursuant to any of the provisions of this Section Paragraph 3 except in the case of a combination of shares of a type contemplated in Paragraph 3.3 3.2 and then in no event to an amount larger than the Purchase Price as adjusted pursuant to Paragraph 3.33.2.

Appears in 4 contracts

Samples: Wellman Inc, Wellman Inc, Wellman Inc

Adjustment by Board of Directors. If any event occurs as to which, in the opinion of the Board of Directors of the Company, the provisions of this Section 3 are not strictly applicable or if strictly applicable would not fairly protect the rights of the holder of this Warrant Holder in accordance with the essential intent and principles of such provisions, then the Board of Directors in good faith shall make an adjustment in the application of such provisions, in accordance with such essential intent and principles, so as to protect such rights as aforesaid, but in no event shall any adjustment have the effect of increasing the Purchase Price as otherwise determined pursuant to any of the provisions of this Section 3 except in the case of a combination of shares of a type contemplated in Paragraph 3.3 and then in no event to an amount larger than the Purchase Price as adjusted pursuant to Paragraph 3.3.

Appears in 3 contracts

Samples: Coolsavings Com Inc, Coolsavings Com Inc, Coolsavings Inc

Adjustment by Board of Directors. If any event occurs as to which, in the opinion of the Board of Directors of the Company, the provisions of this Section 3 are not strictly applicable or if strictly applicable would not fairly protect the rights of the holder of this Warrant in accordance with the essential intent and principles of such provisions, then the Board of Directors shall make an adjustment in the application of such provisions, in accordance with such essential intent and principles, so as to protect such rights as aforesaid, but in no event shall any adjustment have the effect of increasing the Purchase Price as otherwise determined pursuant to any of the provisions of this Section 3 except in the case of a combination of shares of a type contemplated in Paragraph 3.3 subsection 3.1 and then in no event to an amount larger than the Purchase Price as adjusted pursuant to Paragraph 3.3subsection 3.1.

Appears in 2 contracts

Samples: Traffic.com, Inc., Traffic.com, Inc.

Adjustment by Board of Directors. If any event occurs as to which, in the opinion of the Board of Directors of the Company, the provisions of this Section 3 are not strictly applicable or if strictly applicable would not fairly protect the rights of the holder of this Warrant in accordance with the essential intent and principles of such provisions, then the Board of Directors shall make an adjustment in the application of such provisions, in accordance with such essential intent and principles, so as to protect such rights as aforesaid, but in no event shall any adjustment have the effect of increasing the Purchase Price as otherwise determined pursuant to any of the provisions of this Section 3 except in the case of a combination of shares of a type contemplated in Paragraph 3.3 3.1 and then in no event to an amount larger than the Purchase Price as adjusted pursuant to Paragraph 3.33.1.

Appears in 2 contracts

Samples: Nextron Communications Inc, Internet Capital Group Inc

Adjustment by Board of Directors. If any event occurs as to which, in the opinion of the Board of Directors of the Company, the provisions of this Section 3 are not strictly applicable or if strictly applicable would not fairly protect the rights of the holder of this Warrant Holder in accordance with the essential intent and principles of such provisions, then the Board of Directors shall make an adjustment in the application of such provisions, in accordance with such essential intent and principles, so as to protect such rights as aforesaid, but in no event shall any adjustment have the effect of increasing the Purchase Price as otherwise determined pursuant to any of the provisions of this Section 3 except in the case of a combination of shares of a type contemplated in Paragraph 3.3 and then in no event to an amount larger than the Purchase Price as adjusted pursuant to Paragraph 3.3.

Appears in 2 contracts

Samples: Excel Legacy Corp, Price Legacy Corp

Adjustment by Board of Directors. If any event occurs as to which, in which the opinion of the Board of Directors of the Company, the -------------------------------- provisions of this Section 3 are not strictly applicable or if strictly applicable would not fairly protect the rights of the holder Holder of this Warrant in accordance with the essential intent and principles of such provisions, then the Board of Directors shall make an adjustment in the application of such provisions, in accordance with such essential intent and principles, so as to protect such rights as aforesaid, but in no event shall any adjustment have the effect of increasing the Purchase Price as otherwise determined pursuant to any of the provisions of this Section 3 except in the case of a combination of shares of a type contemplated in Paragraph 3.3 and then in no event to an amount larger than the Purchase Price as adjusted pursuant to Paragraph 3.3.

Appears in 1 contract

Samples: Warburg Pincus LLC

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Adjustment by Board of Directors. If any event occurs as to which, in the opinion of the Board of Directors of the Company, the provisions of this Section 3 are not strictly applicable or if strictly applicable would not fairly protect the rights of the holder of this Warrant Holder in accordance with the essential intent and principles of such provisions, then the Board of Directors shall make an adjustment in the application of such provisions, in accordance with such essential intent and principles, so as to protect such rights as aforesaid, but in no event shall any adjustment have the effect of increasing the Purchase Exercise Price as otherwise determined pursuant to any of the provisions of this Section 3 3, except in the case of a combination of shares of a type contemplated in Paragraph 3.3 Section 3(a) and then in no event to an amount larger than the Purchase Exercise Price as adjusted pursuant to Paragraph 3.3Section 3(a).

Appears in 1 contract

Samples: Edge Technology Group Inc

Adjustment by Board of Directors. If any event occurs as to which, in the opinion of the Board of Directors of the Company, which the provisions of this Section 3 are not strictly applicable or if strictly applicable would not fairly protect the rights of the holder Holder of this Warrant in accordance with the essential intent and principles of such provisions, then the Board of Directors shall make an adjustment in the application of such provisions, in accordance with such essential intent and principles, so as to protect such rights as aforesaid, but in no event shall any adjustment have the effect of increasing the Purchase Price as otherwise determined pursuant to any of the provisions of this Section 3 except in the case of a combination of shares of a type contemplated in Paragraph 3.3 and then in no event to an amount larger than the Purchase Price as adjusted pursuant to Paragraph 3.3.

Appears in 1 contract

Samples: Warrant (Arch Capital Group LTD)

Adjustment by Board of Directors. If any event occurs as to -------------------------------- which, in the opinion of the Board of Directors of the Company, the provisions of this Section 3 are not strictly applicable or if strictly applicable would not fairly protect the rights of the holder of this Warrant Holder in accordance with the essential intent and principles of such provisions, then the Board of Directors in good faith shall make an adjustment in the application of such provisions, in accordance with such essential intent and principles, so as to protect such rights as aforesaid, but in no event shall any adjustment have the effect of increasing the Purchase Price as otherwise determined pursuant to any of the provisions of this Section 3 except in the case of a combination of shares of a type contemplated in Paragraph 3.3 and then in no event to an amount larger than the Purchase Price as adjusted pursuant to Paragraph 3.3.

Appears in 1 contract

Samples: Coolsavings Com Inc

Adjustment by Board of Directors. If any event occurs as to which, in the good faith opinion of the Board of Directors of the Company, the provisions of this Section 3 are not strictly applicable or if strictly applicable would not fairly protect the rights of the holder Holder of this Warrant in accordance with the essential intent and principles of such provisions, then the Board of Directors shall make an adjustment in the application of such provisions, in accordance with such essential intent and principles, so as to protect such rights as aforesaid, but in no event shall any adjustment have the effect of increasing the Aggregate Purchase Price as otherwise determined pursuant to any of the provisions of this Section 3 except in the case of a combination of shares of a type contemplated in Paragraph 3.3 Section 3(a) and then in no event to an amount larger than the Aggregate Purchase Price as adjusted pursuant to Paragraph 3.3Section 3(a).

Appears in 1 contract

Samples: Warrant Agreement (Flotek Industries Inc/Cn/)

Adjustment by Board of Directors. If any event occurs as to which, in the opinion of the Board of Directors of the Company, the provisions of this Section 3 are not strictly applicable or if strictly applicable would not fairly protect the rights of the holder of this Warrant in accordance with the essential intent and principles of such provisions, then the Board of Directors shall make an adjustment in the application of such provisions, in accordance with such essential intent and principles, so as to protect such rights as aforesaid, but in no event shall any adjustment have the effect of increasing the Purchase Price as otherwise determined pursuant to any of the provisions of this Section 3 except in the case of a combination of shares of a type contemplated in Paragraph 3.3 and then in no event to an amount larger than the Purchase Price as adjusted pursuant to Paragraph 3.3.

Appears in 1 contract

Samples: Amati Communications Corp

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