Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after the Issuance Date, all holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor, (a) other or additional stock, rights, warrants or other securities or property (other than cash) by way of dividend, or (b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or (c) other or additional stock, rights, warrants or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 7), then and in each such case the Holder, on the exercise hereof as provided in Section 2, shall be entitled to receive the amount of stock, rights, warrants and Other Securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 4) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants and Other Securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 4) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 5.
Appears in 7 contracts
Samples: Warrant Agreement (Emagin Corp), Common Stock Purchase Warrant (Sonic Foundry Inc), Purchase Agreement (Sonic Foundry Inc)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after time, the Issuance Date, all holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-stock split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holderholder of this Warrant, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder such holder would hold on the date of such exercise if on the date of hereof such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder such holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section Sections 4 and 5.
Appears in 5 contracts
Samples: Warrant Agreement (Northeast Optic Network Inc), Warrant Agreement (Northeast Optic Network Inc), Warrant Agreement (Northeast Optic Network Inc)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after time, the Issuance Date, all holders of Common Stock (or Other Securities) in their capacity as such shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holderholder of this Warrant, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder such holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder hereof he had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, thereafter during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder him as aforesaid during such period, giving effect to all adjustments called for during such period by Section Sections 4 and 5.
Appears in 4 contracts
Samples: Warrant Agreement (Lionbridge Technologies Inc /De/), Warrant Agreement (Lionbridge Technologies Inc /De/), Warrant Agreement (Lionbridge Technologies Inc /De/)
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after the Issuance Datetime, all the holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the HolderHolder of this Warrant, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the such Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) hereof the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 54.
Appears in 4 contracts
Samples: Common Stock Purchase Warrant (Palomar Medical Technologies Inc), Common Stock Purchase Warrant (Palomar Medical Technologies Inc), Security Purchase Agreement (V One Corp/ De)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after time, the Issuance Date, all holders of Common Stock (or Other Securities) in their capacity as such shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holderholder of this Warrant, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder such holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder hereof he had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder him as aforesaid during such period, giving effect to all adjustments called for during such period by Section Sections 4 and 5.
Appears in 3 contracts
Samples: Credit Agreement (Wpi Group Inc), Common Stock Purchase Warrant (Lionbridge Technologies Inc /De/), Warrant Agreement (Amerigroup Corp)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after the Issuance Datetime, all the holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the HolderHolder of this Warrant, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the such Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) hereof the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 54.
Appears in 3 contracts
Samples: Common Stock Purchase Warrant (Tera Computer Co \Wa\), Warrant Agreement (Tera Computer Co \Wa\), Common Stock Purchase Warrant (Tera Computer Co \Wa\)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after time, the Issuance Date, all holders of --------------------- Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 7subsection 5.4), then and in each such case the Holderholder of this Warrant, on the exercise hereof as provided in Section 2section 1, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 4section 3) which the Holder such holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder hereof he had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 4section 3) receivable by the Holder him as aforesaid during such period, giving effect to all adjustments called for during such period by Section sections 4 and 5.
Appears in 2 contracts
Samples: Common Stock Purchase Warrant (Peritus Software Services Inc), Secured Subordinated Note and Warrant Purchase Agreement (Providence & Worcester Railroad Co/Ri/)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after the Issuance Date, all Original Issue Date the holders of Common Stock (or or, if applicable, Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash paid or payable (excluding cash dividends payable solely out including, without limitation, by way of earnings or earned surplus of the Companydividend), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 7)then, then and in each such case the HolderHolder of this Warrant, on upon the exercise hereof as provided in Section 23, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 4) 5 which the such Holder would hold on the date of such exercise if on the date of Original Issue Date such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder had been the holder Holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof Original Issue Date to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 4) 5 receivable by the such Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 5Sections 6 and 7 hereof. If the number of shares of Common Stock outstanding at any time after the date hereof is decreased by a combination or reverse stock split of the outstanding shares of Common Stock, the Purchase Price per share shall be increased, and the number of shares of Common Stock purchasable under this Warrant shall be decreased in proportion to such decrease in outstanding shares of Common Stock.
Appears in 2 contracts
Samples: Warrant Agreement (Graphon Corp/De), Unit Subscription Agreement (Graphon Corp/De)
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after the Issuance Date, all holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 7), then and in each such case the Holder, on the exercise hereof as provided in Section 2, shall be entitled to receive the amount of stock, rights, warrants and Other Securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 4) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants and Other Securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 4) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 5.
Appears in 2 contracts
Samples: Warrant Agreement (Knightsbridge Fine Wines Inc), Subscription Agreement (Harken Energy Corp)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after the Issuance Date, all Original Issue Date the holders of Common Stock (or or, if applicable, Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(ai) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(bii) any cash paid or payable (excluding cash dividends payable solely out including, without limitation, by way of earnings or earned surplus of the Companydividend), or
(ciii) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 7)then, then and in each such case the HolderHolder of this Warrant, on upon the exercise hereof as provided in Section 23, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (bii) and (ciii) of this Section 45(a)) which the such Holder would hold on the date of such exercise if on the date of Original Issue Date such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder had been the holder Holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof Original Issue Date to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (bii) and (ciii) of this Section 45(a)) receivable by the such Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 5Sections 6 and 7 hereof. If the number of shares of Common Stock outstanding at any time after the date hereof is decreased by a combination or reverse stock split of the outstanding shares of Common Stock, the Purchase Price per share shall be increased, and the number of shares of Common Stock purchasable under this Warrant shall be decreased in proportion to such decrease in outstanding shares of Common Stock.
Appears in 2 contracts
Samples: Warrant Agreement (Graphon Corp/De), Warrant Agreement (Graphon Corp/De)
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after the Issuance Date, all holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value Price distributed to all holders of Common Stock (adjustments in respect of which are provided in Section 7), then and in each such case the Holder, on the exercise hereof as provided in Section 2, shall be entitled to receive the amount of stock, rights, warrants and Other Securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 4) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants and Other Securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 4) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 5.
Appears in 2 contracts
Samples: Common Stock Purchase Warrant (Zix Corp), Common Stock Purchase Warrant (Zix Corp)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after time, the Issuance Date, all holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, rearrangement other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holderholder of this Warrant, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder such holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder hereof he had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder him as aforesaid during such period, giving effect to all adjustments called for during such period by Section Sections 4 and 5.
Appears in 2 contracts
Samples: Common Stock Purchase Warrant (Media Logic Inc), Common Stock Purchase Warrant (Media Logic Inc)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after time, the Issuance Date, all holders of Common Preferred Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Preferred Stock (or Other Securities) issued as a stock dividend or in a stock-stock split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75.4), then and in each such case the Holderholder of this Warrant, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder such holder would hold on the date of such exercise if on the date of hereof such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder holder had been the holder of record of the number of shares of Common Preferred Stock called for on the face of this Warrant on the date of the event and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder such holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section Sections 4 and 5.
Appears in 2 contracts
Samples: Preferred Stock Purchase Warrant (Ibasis Inc), Preferred Stock Purchase Warrant (Ibasis Inc)
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after time, the Issuance Date, all holders of Common Stock (or Other Securities) in their capacity as such shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holderholder of this Warrant, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder such holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder hereof he had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder him as aforesaid during such period, giving effect to all adjustments called for during such period by Section Sections 4 and 5.
Appears in 2 contracts
Samples: Common Stock Purchase Warrant (Lionbridge Technologies Inc /De/), Common Stock Purchase Warrant (Lionbridge Technologies Inc /De/)
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after the Issuance Date, all the holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holder, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) thereof the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 54. Notwithstanding anything in this Section 3 to the contrary, no adjustments pursuant to this Section 3 shall actually be made until the cumulative effect of the adjustments called for by this Section 3 since the date of the last adjustment actually made would change the amount of stock or other securities and property which the Holder would hold by more than 1%.
Appears in 2 contracts
Samples: Subscription Agreement (Rmi Net Inc), Subscription Agreement (Rmi Net Inc)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after the Issuance Datetime, all holders of Common Stock as a class (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the CompanyCompany and excluding Contingent Consideration and Book Earnout Payments, if any), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-stock split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holderholder of this Warrant, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder such holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder hereof he had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder him as aforesaid during such period, giving effect to all adjustments called for during such period by Section Sections 4 and 5.
Appears in 2 contracts
Samples: Warrant Agreement (Meta Group Inc), Common Stock Purchase Warrant (Meta Group Inc)
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after the Issuance Date, all the holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 65) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 76), then and in each such case the Holder, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) thereof the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 54.
Appears in 2 contracts
Samples: Common Stock Purchase Warrant (Axys Pharmecueticals Inc), Common Stock Purchase Warrant (Axys Pharmecueticals Inc)
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after the Issuance Date, all the holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 65) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 76), then and in each such case the Holder, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants and Other Securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) thereof the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants and Other Securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 54.
Appears in 2 contracts
Samples: Common Stock Purchase Warrant (Dwango North America Corp), Common Stock Purchase Warrant (Dwango North America Corp)
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after the Issuance Escrow Funding Date, all holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 7), then and in each such case the Holder, on the exercise hereof as provided in Section 2, shall be entitled to receive the amount of stock, rights, warrants and Other Securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 4) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants and Other Securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 4) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 5.
Appears in 2 contracts
Samples: Common Stock Purchase Warrant (Viragen Inc), Common Stock Purchase Warrant (Viragen Inc)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after time, the Issuance Date, all holders of Common Stock (or or, to the extent not constituting Common Stock, Other Securities) in their capacity as such shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) capital stock issued as a stock dividend or in a stock-stock split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holderholder of this Warrant, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) determined by multiplying (i) the amount of stock and other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section) which the Holder such holder would hold on the date of such exercise exercise, if on the record date with respect to or the date of such action specified the issuance of the stock, securities, property and cash referred to in the preceding clauses subdivisions (a), (b) through or (c) (or the record date therefor) the Holder of this Section 3, as applicable, it had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder it as aforesaid during such period, giving effect to all adjustments called for during such period by Section 5Sections 4 and 5 by (ii) the percentage of this Warrant then being exercised.
Appears in 2 contracts
Samples: Common Stock Purchase Warrant (Vialink Co), Common Stock Purchase Warrant (I2 Technologies Inc)
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after the Issuance Datetime, all the --------------------- holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holder, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) thereof the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder as aforesaid during such FORM OF WARRANT period, giving effect to all adjustments called for during such period by Section 54.
Appears in 1 contract
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after time, the Issuance Date, all holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 7subsection 5.4), then and in each such case the Holderholder of this Warrant, on the exercise hereof as provided in Section 2section 1, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 4section 3) which the Holder such holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder hereof he had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 4section 3) receivable by the Holder him as aforesaid during such period, giving effect to all adjustments called for during such period by Section sections 4 and 5.
Appears in 1 contract
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after time, the Issuance Date, all holders of --------------------- Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 7subsection 5.4), then and in each such case the Holderholder of this Warrant, on the exercise hereof as provided in Section 2section 1, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 4section 3) which the Holder such holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder hereof he had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 4section 3) receivable by the Holder him as aforesaid during such period, giving effect to all adjustments called for during such period by Section sections 4 and 5.
Appears in 1 contract
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after time, the Issuance Date, all holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
or (b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-stock split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 7), then and in each such case the Holderholder of this Warrant, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder that such holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder hereof it had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder him as aforesaid during such period, giving effect to all adjustments called for during such period by Section 5Sections 4 and 6.
Appears in 1 contract
Samples: Common Stock Purchase Warrant (Touch Tone America Inc)
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after the Issuance Datetime, all the holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holder, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) thereof the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 54.
Appears in 1 contract
Samples: Common Stock Purchase Warrant (Equalnet Communications Corp)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after time, the Issuance Date, all holders of --------------------- Common Stock (or Other Securities) in their capacity as such shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holderholder of this Warrant, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder such holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder hereof he had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, thereafter during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder him as aforesaid during such period, giving effect to all adjustments called for during such period by Section Sections 4 and 5.
Appears in 1 contract
Samples: Warrant Agreement (Lionbridge Technologies Inc /De/)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after the Issuance Datetime, all the holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the HolderHolder of this Warrant, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the such Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) hereof the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 54.
Appears in 1 contract
Samples: Common Stock Purchase Warrant (Palomar Medical Technologies Inc)
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after the Issuance Datetime, all the holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the HolderHolder of this Warrant, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the that such Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) hereof the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 54.
Appears in 1 contract
Samples: Waiver Agreement (V One Corp/ De)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after time, the Issuance Date, all holders of Common Stock (or or, to the extent not constituting Common Stock, Other Securities) in their capacity as such shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) capital stock issued as a stock dividend or in a stock-stock split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holderholder of this Warrant, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) determined by multiplying (i) the amount of stock and other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section) which the Holder such holder would hold on the date of such exercise exercise, if on the record date with respect to or the date of such action specified the issuance of the stock, securities, property and cash referred to in the preceding clauses subdivisions (a), (b) through or (c) (or the record date therefor) the Holder of this Section 3, as applicable, it had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder it as aforesaid during such period, giving effect to all adjustments called for during such period by Section 54 and Section 5 by (ii) the percentage of this Warrant then being exercised.
Appears in 1 contract
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. ---------------------
(a) In case at any time or from time to time on or after the Issuance Date, all Original Issue Date the holders of Common Stock (or or, if applicable, Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(ai) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(bii) any cash paid or payable (excluding cash dividends payable solely out including, without limitation, by way of earnings or earned surplus of the Companydividend), or
(ciii) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 7)then, then and in each such case the HolderHolder of this Warrant, on upon the exercise hereof as provided in Section 23, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (bii) and (ciii) of this Section 45(a)) which the such Holder would hold on the date of such exercise if on the date of Original Issue Date such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder had been the holder Holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof Original Issue Date to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (bii) and (ciii) of this Section 45(a)) receivable by the such Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Sections 6 and 7 hereof.
(b) The Dilution Price shall be equitably adjusted from time to time in the event of a reverse stock split or similar combination or reclassification of shares or a merger or similar reorganization (as described in Section 56 below) as the Board of Directors, in good faith, determines to be reasonably necessary.
Appears in 1 contract
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etcEtc. In case at any time or from time to time on or after the Issuance Date, all date ---------------------- of this Agreement the holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company)cash, or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-stock split (adjustments in respect of which are provided for in Section 63.06) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 7)normal cash dividends, then and in each such case the Holderholder of the Note, on the exercise hereof conversion thereof as provided in Section 2this Article III, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions clauses (b) and (c) of this Section 43.07) which the Holder that such holder would hold on the date of such exercise conversion if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder thereof it had been the holder of record of the number of shares of Common Stock called for on that it would have received had the face Note been converted into Common Stock immediately before the date of this Warrant such event to and including the Conversion Date (as that term is defined in Section 3.11), and had thereafter, during the period from the date thereof hereof to and including the date of such exerciseconversion, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions clauses (b) and (c) of this Section 43.07) receivable by the Holder it as aforesaid during such period, giving effect to all adjustments called for during such period by Section 5under this Article III.
Appears in 1 contract
Samples: Convertible Note Purchase Agreement (Photoelectron Corp)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after the Issuance Datetime, all the holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holder, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) thereof the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 54.
Appears in 1 contract
Samples: Note Purchase Agreement (Sugen Inc)
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after time, the Issuance Date, all holders Holder of Common ---------------------- securities then comprising Warrant Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have be become entitled to receive, without payment therefor,therefore.
(a) other additional Common Stock or additional stock, rights, warrants or other securities Other Securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Companydividends), or
(c) other additional Common Stock or additional stock, rights, warrants or other securities Other Securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares share or similar corporate rearrangement, other than (i) additional shares of Common Warrant Stock (or Other Securities) issued as a stock Stock dividend or in a stock-stock split (adjustments in respect of which are an provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), ; then and in each such case the Holder, on the exercise hereof as provided in Section 2, 1. shall be entitled to receive the amount of stock, rights, warrants Common Stock and Other Securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) hereof the Holder had been the holder of record of the number of shares of Common Warrant Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants Common Stock and Other Securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 4) 3} receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 4 and 5.
Appears in 1 contract
Samples: Warrant Agreement (Worldteq Group International Inc)
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after time, the Issuance Date, all holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or on property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 7)5, then and in each such case the Holderholder of this Warrant, on the exercise hereof as provided in Section 1 or 2, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 4) 4 which the Holder such holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder hereof it had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 4) 4 receivable by the Holder it as aforesaid during such period, giving effect to all adjustments called for during such period by Section 5.
Appears in 1 contract
Samples: Common Stock Purchase Warrant (Collegeclub Com Inc)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after time, the Issuance Date, all holders of ---------------------- Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate corporation rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holderholder of this Warrant, on the exercise or conversion hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder such holder would hold on the date of such exercise or conversion if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder hereof he had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, exercise or conversion retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder him as aforesaid during such period, giving effect to all adjustments called for during such period by Section 54; provided, however, that such adjustment shall be made only in the event that the Ownership Percentage of the holder of this Warrant is reduced by 10 percent or more.
Appears in 1 contract
Samples: Common Stock Purchase Warrant (Nobel Education Dynamics Inc)
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after time, the Issuance Date, all holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-stock split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holderholder of this Warrant, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder that such holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder hereof it had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to COMMON STOCK PURCHASE WARRANT - Page 4 (Brassie Golf Corporation - No. 1) 5 in subdivisions (b) and (c) of this Section 43) receivable by the Holder him as aforesaid during such period, giving effect to all adjustments called for during such period by Section Sections 4 and 5.
Appears in 1 contract
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, ------------------------------------------------------------------------- etc. In case at any time or from time to time on or after time, the Issuance Date, all holders of Common Stock (or ---- Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-stock split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holderholder of this Warrant, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder that such holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder hereof it had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof COMMON STOCK PURCHASE WARRANT - Page 4 (Silverado Foods, Inc - No.1) to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder him as aforesaid during such period, giving effect to all adjustments called for during such period by Section Sections 4 and 5.. COMMON STOCK PURCHASE WARRANT - Page 5 (Silverado Foods, Inc - No.1)
Appears in 1 contract
Samples: Common Stock Purchase Warrant (Silverado Foods Inc)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after the Issuance Date, all holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value Price distributed to all holders of Common Stock (adjustments in respect of which are provided in Section 7), then and in each such case the Holder, on the exercise hereof as provided in Section 2, shall be entitled to receive the amount of stock, rights, warrants and Other Securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 4) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants and Other Securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 4) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 5.
Appears in 1 contract
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. .. In case at any time or from time to time on or after the Issuance Datetime, all the holders of the Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) a. other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) b. any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) c. other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination or exchange of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (distributions adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 7)5, then and in each such case the Holder, Holder of this Warrant on the exercise hereof as provided in Section 2, shall also be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the such Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) hereof the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant, or such portion thereof with respect to which the Warrant is being exercised, and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder as aforesaid during such period. The Company shall make appropriate provision with respect to the rights and interests of the Holder to the end that the provisions of this Warrant shall thereafter be applicable, giving effect as nearly as may be, in relation to all adjustments called for during such period by Section 5stock, securities or property thereafter deliverable upon the exercise of such exercise rights.
Appears in 1 contract
Samples: Warrant Agreement (Palomar Medical Technologies Inc)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after time, the Issuance Date, all holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-stock split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holderholder of this Warrant, on the exercise hereof as provided in Section 21, shall be COMMON STOCK PURCHASE WARRANT - Page 4 (American International Petroleum Corp.) entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder that such holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder hereof it had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder him as aforesaid during such period, giving effect to all adjustments called for during such period by Section Sections 4 and 5.
Appears in 1 contract
Samples: Common Stock Purchase Warrant (American International Petroleum Corp /Nv/)
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after the Issuance Date, all the holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (( or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 65) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 76), then and in each such case the Holder, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants and Other Securities and property (( including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) thereof the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants and Other Securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 54.
Appears in 1 contract
Samples: Common Stock Purchase Warrant (Dwango North America Corp)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after time, the Issuance Date, all holders of Common Stock (or Other Securities) in their capacity as such shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holderholder of this Warrant, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder such holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder hereof he had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder him as aforesaid during such period, giving effect to all adjustments called for during such period by Section Sections 4 and 5.
Appears in 1 contract
Samples: Warrant Agreement (Chemed Corp)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after the Issuance Date, all holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 7), then and in each such case the Holder, on the exercise hereof as provided in Section 2, shall be entitled to receive the amount of stock, rights, warrants and Other Securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 4) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants and Other Securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 4) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 5.
Appears in 1 contract
Samples: Common Stock Purchase Warrant (Knightsbridge Fine Wines Inc)
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after the Issuance Date, all the holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 7), then and in each such case the Holder, on the exercise hereof as provided in Section 2, shall be entitled to receive the amount of stock, rights, warrants and Other Securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 4) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants and Other Securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 4) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 5.
Appears in 1 contract
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after the Issuance Date, all the holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holder, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43; PROVIDED, HOWEVEr, that if such property is not then available, the Company shall either (A) substitute cash or property of equivalent value or (B) reduce the Purchase Price and/or increase the number of shares of Common Stock issuable upon the exercise of this Warrant to reflect the value of the property distributable to stockholders, in each case in a manner reasonably satisfactory to the Holder) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) thereof the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 54. Notwithstanding anything in this Section 3 to the contrary, no adjustments pursuant to this Section 3 shall actually be made until the cumulative effect of the adjustments called for by this Section 3 since the date of the last adjustment actually made would change the amount of stock or other securities and property which the Holder would hold by more than 1%.
Appears in 1 contract
Samples: Subscription Agreement (Titan Motorcycle Co of America Inc)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. .
(a) In case at any time or from time to time on or after the Issuance Date, all Original Issue Date the holders of Common Stock (or or, if applicable, Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,:
(ai) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(bii) any cash paid or payable (excluding cash dividends payable solely out including, without limitation, by way of earnings or earned surplus of the Companydividend), or
(ciii) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 7)then, then and in each such case the HolderHolder of this Warrant, on upon the exercise hereof as provided in Section 23, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (bii) and (ciii) of this Section 45(a)) which the such Holder would hold on the date of such exercise if on the date of Original Issue Date such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder had been the holder Holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof Original Issue Date to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (bii) and (ciii) of this Section 45(a)) receivable by the such Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Sections 6 and 7 hereof.
(b) The Dilution Price shall be equitably adjusted from time to time in the event of a reverse stock split or similar combination or reclassification of shares or a merger or similar reorganization (as described in Section 56 below) as the Board of Directors, in good faith, determines to be reasonably necessary.
Appears in 1 contract
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after the Issuance Date, all the holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holder, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) thereof the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 54. Notwithstanding anything in this Section 3 to the contrary, no adjustments pursuant to this Section 3 shall actually be made until the cumulative effect of the adjustments called for by this Section 3 since the date of the last adjustment actually made would change the amount of stock or other securities and property which the Holder would hold by more than 1%.
Appears in 1 contract
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after the Issuance Date, all Original Issue Date the holders of Common Stock (or or, if applicable, Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(ai) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(bi) any cash paid or payable (excluding cash dividends payable solely out including, without limitation, by way of earnings or earned surplus of the Companydividend), or
(cii) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 7)then, then and in each such case the HolderHolder of this Warrant, on upon the exercise hereof as provided in Section 23, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (bii) and (ciii) of this Section 45(a)) which the such Holder would hold on the date of such exercise if on the date of Original Issue Date such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder had been the holder Holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof Original Issue Date to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (bii) and (ciii) of this Section 45(a)) receivable by the such Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 5Sections 6 and 7 hereof. If the number of shares of Common Stock outstanding at any time after the date hereof is decreased by a combination or reverse stock split of the outstanding shares of Common Stock, the Purchase Price per share shall be increased, and the number of shares of Common Stock purchasable under this Warrant shall be decreased in proportion to such decrease in outstanding shares of Common Stock.
Appears in 1 contract
Samples: Warrant Agreement (Tegal Corp /De/)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after time, the Issuance Date, all holders of Common Stock (or Other Securities) in their capacity as such shall have received, or (on or after the record date fixed for the determination of stockholders shareholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other orOther Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then then, and in each such case case, the Holderholder of this Warrant, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder such holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder hereof he had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof hereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder him as aforesaid during such period, giving effect to effectto all adjustments called for during such period by Section Sections 4 and 5.
Appears in 1 contract
Samples: Warrant Agreement (Allard Gerald R)
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after the Issuance Date, all the holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than otherthan (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 65) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 76), then and in each such case the Holder, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants and Other Securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) thereof the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants and Other Securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 54.
Appears in 1 contract
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after the Issuance Datetime, all the holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holder, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder would hold on the date of such exercise if on the date of such action specified the event listed in the preceding clauses subdivisions (a) through (c) (or the record date therefor) the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof of the event listed in subdivisions (a) through (c) to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 54.
Appears in 1 contract
Adjustment for Dividends in Other Stock, Property, etc. ReclassificationRECLASSIFICATION, etcETC. In case at any time or from time to time on or after the Issuance Date, all holders of Common Series J Preferred Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 7), then and in each such case the Holder, on the exercise hereof as provided in Section 2, shall be entitled to receive the amount of stock, rights, warrants and Other Securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 4) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder had been the holder of record of the number of shares of Common Series J Preferred Stock called for on the face of issuable pursuant to this Warrant and had thereafter, during the period from the date thereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants and Other Securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 4) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 5.
Appears in 1 contract
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. .
(a) In case at any time or from time to time on or after the Issuance Date, all Original Issue Date the holders of Common Stock (or or, if applicable, Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(ai) other or additional stock, rights, warrants stock or other securities or property (other than cash) by way of dividend, or
(bii) any cash paid or payable (excluding cash dividends payable solely out including, without limitation, by way of earnings or earned surplus of the Companydividend), or
(ciii) other or additional stock, rights, warrants stock or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 7)then, then and in each such case the HolderHolder of this Warrant, on upon the exercise hereof as provided in Section 23, shall be entitled to receive the amount of stock, rights, warrants stock and Other Securities other securities and property (including cash in the cases referred to in subdivisions (bii) and (ciii) of this Section 45(a)) which the such Holder would hold on the date of such exercise if on the date of Original Issue Date such action specified in the preceding clauses (a) through (c) (or the record date therefor) the Holder had been the holder Holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof Original Issue Date to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants stock and Other Securities other securities and property (including cash in the case cases referred to in subdivisions (bii) and (ciii) of this Section 45(a)) receivable by the such Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Sections 6 and 7 hereof.
(b) The Dilution Price shall be equitably adjusted from time to time in the event of a reverse stock split or similar combination or reclassification of shares or a merger or similar reorganization (as described in Section 56 below) as the Board of Directors, in good faith, determines to be reasonably necessary.
Appears in 1 contract
Adjustment for Dividends in Other Stock, Property, etc. Reclassification, etc. In case at any time or from time to time on or after the Issuance Date, all the holders of Common Stock (or Other Securities) shall have received, or (on or after the record date fixed for the determination of stockholders eligible to receive) shall have become entitled to receive, without payment therefor,
(a) other or additional stock, rights, warrants or other securities or property (other than cash) by way of dividend, or
(b) any cash (excluding cash dividends payable solely out of earnings or earned surplus of the Company), or
(c) other or additional stock, rights, warrants or other securities or property (including cash) by way of spin-off, split-up, reclassification, recapitalization, combination of shares or similar corporate rearrangement, other than (i) additional shares of Common Stock (or Other Securities) issued as a stock dividend or in a stock-split (adjustments in respect of which are provided for in Section 6) and (ii) rights or warrants to subscribe for Common Stock at less than the Current Fair Market Value (adjustments in respect of which are provided in Section 75), then and in each such case the Holder, on the exercise hereof as provided in Section 21, shall be entitled to receive the amount of stock, rights, warrants and Other Securities and property (including cash in the cases referred to in subdivisions (b) and (c) of this Section 43) which the Holder would hold on the date of such exercise if on the date of such action specified in the preceding clauses (a) through (c) (or the record date therefor) thereof the Holder had been the holder of record of the number of shares of Common Stock called for on the face of this Warrant and had thereafter, during the period from the date thereof to and including the date of such exercise, retained such shares and all such other or additional stock, rights, warrants and Other Securities and property (including cash in the case referred to in subdivisions (b) and (c) of this Section 43) receivable by the Holder as aforesaid during such period, giving effect to all adjustments called for during such period by Section 54.
Appears in 1 contract
Samples: Common Stock Purchase Warrant (Omni Medical Holdings Inc)
