Common use of Adjustment for Reclassification, Exchange and Substitution Clause in Contracts

Adjustment for Reclassification, Exchange and Substitution. If at any time or from time to time after the Original Issue Date, the Class A Common Stock issuable upon the conversion of any shares of Series A Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporation, whether by recapitalization, reclassification, or otherwise (other than by a stock split or combination, dividend, distribution, merger or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or in a Deemed Liquidation Event), then in any such event each holder of outstanding Series A Preferred Stock shall have the right thereafter to convert such stock into the kind and amount of stock and other securities receivable upon such recapitalization, reclassification or other change by holders of the number of shares of Class A Common Stock into which such outstanding shares of Series A Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change.

Appears in 2 contracts

Samples: Securities Purchase Agreement (SK Ecoplant Co., Ltd.), Securities Purchase Agreement (Bloom Energy Corp)

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Adjustment for Reclassification, Exchange and Substitution. If at any time or from time to time after the Original Issue Date, the Class A Common Stock issuable upon the conversion of any shares of Series A B Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporation, whether by recapitalization, reclassification, or otherwise (other than by a stock split or combination, dividend, distribution, merger or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or in a Deemed Liquidation Event), then in any such event each holder of outstanding Series A B Preferred Stock shall have the right thereafter to convert such stock into the kind and amount of stock and other securities receivable upon such recapitalization, reclassification or other change by holders of the number of shares of Class A Common Stock into which such outstanding shares of Series A B Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change.

Appears in 2 contracts

Samples: Securities Purchase Agreement and Investor Agreement (SK Ecoplant Co., Ltd.), Securities Purchase Agreement and Investor Agreement (Bloom Energy Corp)

Adjustment for Reclassification, Exchange and Substitution. If In the event that, at any time or from time to time after the Original Issue Date, the Class A Common Stock issuable upon the conversion of any shares of the Series A Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporationstock, whether by recapitalization, reclassification, reclassification or otherwise (other than by a subdivision or combination of shares or stock split dividend or combinationa reorganization, dividendmerger, distributionconsolidation or sale of assets, merger or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or provided for elsewhere in a Deemed Liquidation Eventthis Section A.5), then and in any such event each holder of outstanding Series A Preferred Stock shall have the right thereafter to convert such stock Series A Preferred Stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change change, by holders of the number of shares of Class A Common Stock into which such outstanding shares of Series A Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change, all subject to further adjustment as provided herein.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Immediatek Inc), Securities Purchase Agreement (Radical Holdings Lp)

Adjustment for Reclassification, Exchange and Substitution. If at any time or from time to time after the Original Issue Date, Date for a series of Preferred Stock the Class A Common Stock issuable upon the conversion of any shares such series of Series A Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporation, whether by recapitalization, reclassification, or otherwise (other than by a stock split or combination, dividend, distribution, merger or consolidation covered by Sections 4.43.5, 4.53.6, 4.6 3.7 or 4.8 3.9 or in by Section 1.6 regarding a Deemed Liquidation Event), then in any such event each holder of outstanding Series A such series of Preferred Stock shall have the right may thereafter to convert such stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change by holders of the number of shares of Class A Common Stock into which such outstanding shares of Series A Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change.. 3.9

Appears in 1 contract

Samples: Series D Preferred Stock Purchase Agreement (Caladrius Biosciences, Inc.)

Adjustment for Reclassification, Exchange and Substitution. If In the event that at any time or from time to time after the Original Issue Date, the Class A Common Stock or other securities as provided herein issuable upon the conversion of any shares of the Series A C Preferred Stock is are changed into the same or a different number of shares of any class or classes of stock of the Corporationstock, whether by recapitalization, reclassification, reclassification or otherwise (other than by a subdivision or combination of shares or stock split dividend or combinationa reorganization, dividendmerger, distributionconsolidation or sale of assets, merger or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or provided for elsewhere in a Deemed Liquidation Event)this Section 8), then and in any such event each holder of outstanding Series A C Preferred Stock shall have the right thereafter to convert such stock Series C Preferred Stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change change, by holders of the number of shares of Class A Common Stock or other securities as provided herein into which such outstanding shares of Series A C Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change, all subject to further adjustment as provided herein.

Appears in 1 contract

Samples: Investment Agreement (Omega Healthcare Investors Inc)

Adjustment for Reclassification, Exchange and Substitution. If at any time or from time to time after the Original Issue Date, Date for a series of Preferred Stock the Class A Common Stock issuable upon the conversion of any shares such series of Series A Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporation, whether by recapitalization, reclassification, or otherwise (other than by a stock split or combination, dividend, distribution, merger or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or in by Section 2.3 regarding a Deemed Liquidation Event), then in any such event each holder of outstanding Series A such series of Preferred Stock shall have the right may thereafter to convert such stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change by holders of the number of shares of Class A Common Stock into which such outstanding shares of Series A Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change.

Appears in 1 contract

Samples: Stock Purchase Agreement

Adjustment for Reclassification, Exchange and Substitution. If at any time or from time to time after the Original Issue Date, the Class A Common Stock issuable upon the conversion of any shares of the Series A Convertible Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporationstock, whether by recapitalization, reclassification, reclassification or otherwise (other than by a subdivision or combination of shares or stock split dividend or combinationa reorganization, dividendmerger, distributionconsolidation or sale of assets, merger or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 provided for elsewhere in this Section 6 or in a Deemed Liquidation Event), Section 4.2) then and in any such event each holder of outstanding Series A Convertible Preferred Stock shall have the right thereafter to convert such stock into the kind and amount of stock and other securities and property receivable upon such recapitalizationreorganization, reclassification or other change change, by holders of the number of shares of Class A Common Stock into which such outstanding shares of Series A Convertible Preferred Stock could might have been converted immediately prior to such recapitalizationreorganization, reclassification or change, all subject to further adjustment as provided herein.

Appears in 1 contract

Samples: Form of Consent Agreement (Netlojix Communications Inc)

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Adjustment for Reclassification, Exchange and Substitution. If In the event that, at any time or from time to time after the Original Issue Date, the Class A Common Stock issuable upon the conversion of any shares of the Series A Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporationstock, whether by recapitalization, reclassification, reclassification or otherwise (other than by a subdivision or combination of shares or stock split dividend or combinationa reorganization, dividendmerger, distributionconsolidation or sale of assets, merger or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or provided for elsewhere in a Deemed Liquidation Eventthis Section A.4), then and in any such event each holder of outstanding Series A Preferred Stock shall have the right thereafter to convert such stock Series A Preferred Stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change change, by holders of the number of shares of Class A Common Stock into which such outstanding shares of Series A Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change, all subject to further adjustment as provided herein.

Appears in 1 contract

Samples: Securities Purchase Agreement (Radical Holdings Lp)

Adjustment for Reclassification, Exchange and Substitution. If at any time or from time to time after the Original Issue Date, Date the Class A Common Stock issuable upon the conversion of any shares of the Series A Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporation, whether by recapitalization, reclassification, or otherwise (other than by a stock split or combination, dividend, distribution, merger dividend or consolidation distribution covered by Sections 4.4, Section 4.4 or Section 4.5, 4.6 or 4.8 or in a Deemed Liquidation Event), then in any such event each holder of outstanding the Series A Preferred Stock shall have the right thereafter to convert such stock stock, when provided for hereunder, into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change by holders of the number of shares of Class A Common Stock into which such outstanding shares of the Series A Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change.

Appears in 1 contract

Samples: Equity Securities Purchase Agreement (CIPHERLOC Corp)

Adjustment for Reclassification, Exchange and Substitution. If at any time or from time to time after the Original Issue Date, Date for a series of Preferred Stock the Class A Common Stock issuable upon the conversion of any shares such series of Series A Preferred Stock is changed into the same or a different number of shares of any class or classes of stock of the Corporation, whether by recapitalization, reclassification, or otherwise (other than by a stock split or combination, dividend, distribution, merger or consolidation covered by Sections 4.4, 4.5, 4.6 or 4.8 or in a Deemed Liquidation Event4.8), then in any such event each holder of outstanding Series A such series of Preferred Stock shall have the right thereafter to convert such stock into the kind and amount of stock and other securities and property receivable upon such recapitalization, reclassification or other change by holders of the number of shares of Class A Common Stock into which such outstanding shares of Series A Preferred Stock could have been converted immediately prior to such recapitalization, reclassification or change.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Freeze Tag, Inc.)

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