Adjustment of Exercise Price and Number of Shares upon ------------------------------------------------------ Issuance of Common Stock. Except as otherwise provided in Paragraphs ------------------------ 4(c) and 4(e) hereof, if and whenever on or after the date of issuance of this Warrant, the Company issues or sells, or in accordance with Paragraph 4(b) hereof is deemed to have issued or sold, any shares of Common Stock for no consideration or for a consideration per share (before deduction of reasonable expenses or commissions or underwriting discounts or allowances in connection therewith) less than the Market Price on the date of issuance (a "Dilutive Issuance"), then immediately upon the Dilutive Issuance, the Exercise Price will be reduced to a price determined by multiplying the Exercise Price in effect immediately prior to the Dilutive Issuance by a fraction, (i) the numerator of which is an amount equal to the sum of (x) the number of shares of Common Stock actually outstanding immediately prior to the Dilutive Issuance, plus (y) the quotient of the aggregate consideration, calculated as set forth in Paragraph 4(b) hereof, received by the Company upon such Dilutive Issuance divided by the Market Price in effect immediately prior to the Dilutive Issuance, and (ii) the denominator of which is the total number of shares of Common Stock Deemed Outstanding (as defined below) immediately after the Dilutive Issuance.
Adjustment of Exercise Price and Number of Shares upon --------------------------------------------------------- Issuance of Common Stock. If and whenever on or after the date of issuance of --------------------------- this Warrant, the Company issues or sells, or is deemed to have issued or sold, any shares of Common Stock (other than shares of Common Stock issuable by the Company (whether now or in the future) in connection with an approved stock plan and other than Common Stock or securities exercisable for shares of Common Stock issued to the Holder pursuant to the Purchase Agreement) for a consideration per share less than a price equal to the Exercise Price, then immediately after such issuance or sale the Exercise Price shall be reduced to an amount determined by dividing (1) the sum of (I) the product of the Exercise Price and the number of shares of Common Stock actually outstanding (determined on a Fully Diluted Basis, as defined below) immediately prior to such issuance or sale, and (II) the consideration, if any, received by the Company upon such issuance or sale, by (2) the number of shares of Common Stock outstanding (determined on a Fully Diluted Basis) immediately after such issuance or sale. Upon each such adjustment of the Exercise Price hereunder, the number of shares of Common Stock acquirable upon exercise of this Warrant shall be adjusted to the number of shares determined by multiplying the Exercise Price by the number of shares of Common Stock acquirable upon exercise of this Warrant and dividing the product thereof by the Exercise Price resulting from such adjustment. For purposes hereof, "Fully Diluted Basis" shall mean that number of shares of Common Stock outstanding assuming the conversion, exercise or exchange of all securities convertible into or exchangeable for Common Stock (hereinafter "convertible securities") regardless of whether any such securities are actually exercisable or convertible at such time, but excluding any shares of Common Stock owned or held by or for the account of the Company or issuable upon exercise of this Warrant or any other warrant issued to the Holder pursuant to the Purchase Agreement.
Adjustment of Exercise Price and Number of Shares of Common ----------------------------------------------------------- Stock or Warrants. -----------------
Adjustment of Exercise Price and Number of Shares upon ------------------------------------------------------ Issuance of Common Stock. Except as otherwise provided in Section 4(c) and ------------------------ 4(e) hereof, if and whenever after the initial issuance of this Warrant, the Company issues or sells, or in accordance with Section 4(b) hereof is deemed to have issued or sold, any shares of Common Stock for no consideration or for a consideration per share less than the greater of the then current Market Price (as herein defined) and the then current Exercise Price on the date of issuance (a "Dilutive Issuance"), then effective ----------------- immediately upon the Dilutive Issuance, the Exercise Price will be adjusted in accordance with the following formula: E' = (E) (O + P/M) / (CSDO) where: E = the adjusted Exercise Price E = the then current Exercise Price; M = the greater of the then current Market Price and the then current Exercise Price; O = the number of shares of Common Stock outstanding immediately prior to the Dilutive Issuance; P = the aggregate consideration, calculated as set forth in Section 4(b) hereof, received by the Company upon such Dilutive Issuance; and CSDO = the total number of shares of Common Stock Deemed Outstanding (as herein defined) immediately after the Dilutive Issuance.
Adjustment of Exercise Price and Number and Kind of Securities -------------------------------------------------------------- Purchasable upon Exercise of Warrants. -------------------------------------
Adjustment of Exercise Price and Number of Shares Purchasable ------------------------------------------------------------- Hereunder. The Exercise Price and the number of shares purchasable hereunder --------- shall be subject to adjustment from time to time in accordance with the following provisions:
Adjustment of Exercise Price and Number of Shares of ---------------------------------------------------- Common Stock. In order to prevent dilution of the rights granted under this ------------ Warrant and grant the holder hereof certain additional rights, the Exercise Price and the number of shares of Common Stock obtainable upon exercise of this Warrant shall be subject to adjustment from time to time as provided in this Section 2.
Adjustment of Exercise Price and Number of Shares of Common ----------------------------------------------------------- Stock Purchasable or Number of Warrants. In addition to any reduction in the --------------------------------------- Exercise Price required pursuant to Section 2(b)(vii) above, prior to the Expiration Date, the Exercise Price, the number of shares of Common Stock purchasable upon the exercise of each Warrant and the number of Warrants outstanding are subject to adjustment from time to time upon the occurrence of any of the events enumerated in this Section 14.
Adjustment of Exercise Price and Number of Shares upon Issuance of ------------------------------------------------------------------ Common Stock. Except as otherwise provided in Section 5(c) and 5(d) hereof, if ------------ and whenever after the First Closing Date, the Company issues or sells, or in accordance with Section 5(b) hereof is deemed to have issued or sold, any shares of Common Stock for no consideration or for a consideration per share less than the Market Price on the date of issuance (a "Dilutive Issuance"), then effective immediately upon the Dilutive Issuance, the Exercise Price will be adjusted in accordance with the following formula: E' = (E) (O + P/M) / (CSDO) where:
Adjustment of Exercise Price and Number of Shares upon Issuance --------------------------------------------------------------- of Common Stock. Except as otherwise provided in Section 4(c) and 4(e) hereof, --------------- if and whenever after the initial issuance of this Warrant, the Company issues or sells, or in accordance with Section 4(b) hereof is deemed to have issued or sold, any shares of Common Stock for no consideration or for a consideration per share less than the Market Price (as herein defined) on the date of such issuance (a "Dilutive Issuance"), then effective immediately upon the Dilutive ----------------- Issuance, the Exercise Price will be adjusted in accordance with the following formula: E' = (E) (O + P/M) / (CSDO) where:
