Common use of Adjustment for Dilutive Issuances Clause in Contracts

Adjustment for Dilutive Issuances. If the Company, at any time after the date of this Warrant, shall issue any shares of Common Stock or securities of the Company convertible into shares of Common Stock at a price per share of Common Stock less than the Exercise Price in effect immediately prior to such issuance, in any case other than an Excluded Issuance (as hereinafter defined) (a “Dilutive Issuance”), then, and in each such case, the Exercise Price shall be reduced to the effective per share price of the Common Stock in connection with such additional issuance of securities. The following shall be deemed “Excluded Issuances” for the purpose of this Section 4.3: (a) The Company’s granting of stock options, and/or issuance of Common Stock upon exercise thereof, to directors, officers, employees or consultants of the Company pursuant to any benefit plan approved by the holders of a majority of the shares of Common Stock; and (b) The issuance of shares of Common Stock or securities convertible into or exchangeable or exercisable for shares of Common Stock (and the shares of Common Stock issuable upon the conversion, exercise or exchange thereof) in connection with any future acquisition, merger or other business combination, purchase of assets or of all or a portion of a business or other strategic relationship entered, by the Company or any of its subsidiaries.

Adjustment for Dilutive Issuances. If the Company, at any time after the date of this Warrant, shall issue any shares of Common Stock or securities of the Company convertible into shares of Common Stock at a price per share of Common Stock less than the Exercise Price in effect immediately prior to such issuance, in any case other than an Excluded Issuance (as hereinafter defined) (a “Dilutive Issuance”), then, and in each such case, the Exercise Price shall be reduced to the effective per share price of the Common Stock in connection with such additional issuance of securities. The following shall be deemed “Excluded Issuances” for the purpose of this Section 4.34.4: (a) The Company’s granting of stock options, and/or issuance of Common Stock upon exercise thereof, to directors, officers, employees or consultants of the Company pursuant to any benefit plan approved by the holders of a majority of the shares of Common Stock; and; (b) The issuance or sale of shares of Common Stock (i) issuable upon the exercise of the Class A Warrants and the Class B Warrants; (c) The issuance of shares of Common Stock or securities convertible into or exchangeable or exercisable for shares of Common Stock (and the shares of Common Stock issuable upon the conversion, exercise or exchange thereof) in connection with any future acquisition, merger or other business combination, purchase of assets or of all or a portion of a business or other strategic relationship entered, by the Company or any of its subsidiaries.

Adjustment for Dilutive Issuances. If the Company, at any time after the date of this Warrant, shall issue any shares of Common Stock or securities of the Company convertible into shares of Common Stock at a price per share of Common Stock less than the Exercise Price in effect immediately prior to such issuance, in any case other than an Excluded Issuance (as hereinafter defined) (a “Dilutive Issuance”), then, and in each such case, the Exercise Price shall be reduced to the effective per share price of the Common Stock in connection with such additional issuance of securities. The following shall be deemed “Excluded Issuances” for the purpose of this Section 4.3: (a) The Company’s granting of stock options, and/or issuance of Common Stock upon exercise thereof, to directors, officers, employees or consultants of the Company pursuant to any benefit plan approved by the holders of a majority of the shares of Common Stock; and; (b) The issuance or sale of shares of Common Stock (i) issuable upon the exercise of the Class A–1 Warrants and the Class B Warrants or (ii) issuable upon the conversion or exercise of any other securities of the Company issued and outstanding as of the date of this Warrant; (c) The issuance of shares of Common Stock or securities convertible into or exchangeable or exercisable for shares of Common Stock (and the shares of Common Stock issuable upon the conversion, exercise or exchange thereof) in connection with any future acquisition, merger or other business combination, purchase of assets or of all or a portion of a business or other strategic relationship entered, by the Company or any of its subsidiaries.

Adjustment for Dilutive Issuances. If the Company, at any time after the date of this Warrant, shall shall, prior to [___________], issue any shares of Common Stock or securities of the Company convertible into shares of Common Stock at a price per share of Common Stock less than the Exercise Price in effect immediately prior to such issuance, in any case other than an Excluded Issuance (as hereinafter defined) (a “Dilutive Issuance”), then, and in each such case, the Exercise Price shall be reduced to the effective per share price of the Common Stock in connection with such additional issuance of securities. The following shall be deemed “Excluded Issuances” for the purpose of this Section 4.3: (a) The Company’s granting of stock options, and/or issuance of Common Stock upon exercise thereof, to directors, officers, employees or consultants of the Company pursuant to any benefit plan approved by the holders of a majority of the shares of Common StockCompany; andor (b) The issuance of shares of Common Stock or securities convertible into or exchangeable or exercisable for shares of Common Stock (and the shares of Common Stock issuable upon the conversion, exercise or exchange thereof) in connection with any future acquisition, merger or other business combination, purchase of assets or of all or a portion of a business or other strategic relationship entered, by the Company or any of its subsidiaries.

Adjustment for Dilutive Issuances. If the CompanyBuyer, at any time after prior to conversion of the date of this WarrantCommon Stock Shares, shall issue any shares of Common Stock or securities of the Company Buyer convertible into shares of Common Stock at a price per share of Common Stock less than the Exercise Price in effect immediately prior to such issuance$0.12 per share, in any case other than an Excluded Issuance (as hereinafter defined) (a “Dilutive Issuance”), then, and in each such case, the Exercise Price Members shall be reduced entitled to participate on the effective per share price of the Common Stock same terms in connection with such additional issuance of securities. The following shall be deemed “Excluded Issuances” for the purpose of this Section 4.35.3: (a) The Companya. Buyer’s granting of stock options, and/or issuance of Common Stock upon exercise thereof, to directors, officers, employees or consultants of the Company Buyer pursuant to any benefit plan approved by the holders of a majority of the shares of Common Stock; and; (b) b. The issuance or sale of shares of Common Stock issuable upon the exercise of outstanding securities of the Buyer; c. The issuance of shares of Common Stock or securities convertible into or exchangeable or exercisable for shares of Common Stock (and the shares of Common Stock issuable upon the conversion, exercise or exchange thereof) in connection with any future acquisition, merger or other business combination, purchase of assets or of all or a portion of a business or other strategic relationship entered, by the Company or any of its subsidiaries; and d. the current financing with Optimus Capital Partners.

Adjustment for Dilutive Issuances. If the CompanyBuyer, at any time after prior to conversion of the date of this WarrantSeries B Preferred Shares, shall issue any shares of Common Stock or securities of the Company Buyer convertible into shares of Common Stock at a price per share of Common Stock less than the Exercise Price in effect immediately prior to such issuance$0.50 per share, in any case other than an Excluded Issuance (as hereinafter defined) (a “Dilutive Issuance”), then, and in each such case, the Exercise Price Members shall be reduced entitled to participate on the effective per share price of the Common Stock same terms in connection with such additional issuance of securities. The following shall be deemed “Excluded Issuances” for the purpose of this Section 4.3: (a) The Company5.3: Buyer’s granting of stock options, and/or issuance of Common Stock upon exercise thereof, to directors, officers, employees or consultants of the Company Buyer pursuant to any benefit plan approved by the holders of a majority of the shares of Common Stock; and (b) The issuance or sale of shares of Common Stock issuable upon the exercise of outstanding securities of the Buyer; and The issuance of shares of Common Stock or securities convertible into or exchangeable or exercisable for shares of Common Stock (and the shares of Common Stock issuable upon the conversion, exercise or exchange thereof) in connection with any future acquisition, merger or other business combination, purchase of assets or of all or a portion of a business or other strategic relationship entered, by the Company or any of its subsidiaries.