Common use of Adjustment of Exercise Price and Number Clause in Contracts

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.

Appears in 1 contract

Samples: Securities Purchase Agreement (Online System Services Inc)

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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 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: E 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.

Appears in 1 contract

Samples: Securities Purchase Agreement (Odetics Inc)

Adjustment of Exercise Price and Number. of Shares upon ------------------------------------------------------ Issuance of Common StockOF SHARES UPON ISSUANCE OF ------------------------------------------------------------------ COMMON STOCK. Except as otherwise provided in Section Sections 4(c) and ------------------------ 4(e) hereof, if ------------ and whenever on or after the initial issuance date of this Warrantthe Closing under and as defined in the Securities Purchase Agreement, 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 hereinafter defined) and the then current Exercise Price on the date of issuance (a "Dilutive IssuanceDILUTIVE ISSUANCE"), then effective ----------------- immediately upon the Dilutive Issuance, the Exercise Price will be adjusted in accordance with the following formula: E' = (E) (O + PE x O+P/M) / (CSDO) M ------------- CSDO where: E E' = the adjusted Exercise Price Price; E = the then current Exercise Price; M = the greater of the then current Market Price and the then current Exercise Price(as defined in Section 4(1)); 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 defineddefined in Section 4(1)) immediately after the Dilutive Issuance.

Appears in 1 contract

Samples: Open Market Inc

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Adjustment of Exercise Price and Number. of Shares upon ------------------------------------------------------ Issuance of Common StockOF SHARES UPON ISSUANCE OF ------------------------------------------------------------------ COMMON STOCK. Except as otherwise provided in Section Sections 4(c) and ------------------------ 4(e) hereof, if ------------ and whenever on or after the initial issuance date of this Warrantthe Closing under and as defined in the Securities Purchase Agreement, 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 in effect immediately prior to such issuance or sale (a "Dilutive IssuanceDILUTIVE ISSUANCE"), then effective ----------------- immediately upon the Dilutive Issuance, the Exercise Price will be adjusted in accordance with the following formula: E' = (O x E) (O + P/M) / (CSDO) +P --------------------- CSDO where: E E' = the adjusted Exercise Price 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) hereof4(b)hereof, received by the Company upon such Dilutive CSDO = Issuance; and CSDO = the total number of shares of Common Stock Deemed Outstanding (as herein defineddefined in Section 4(1)) immediately after the Dilutive Issuance.

Appears in 1 contract

Samples: Open Market Inc

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