Common use of Adjustment of Price Upon Issuance of Common Stock Clause in Contracts

Adjustment of Price Upon Issuance of Common Stock. If and whenever the Corporation shall issue or sell any shares of its Common Stock for a consideration per share less than the Warrant Exercise Price in effect immediately prior to the time of such issue or sale, then, forthwith upon such issue or sale the Warrant Exercise Price shall be reduced to the price (calculated to the nearest $.01) determined by dividing (i) an amount equal to the sum of (a) the number of shares of Common Stock outstanding immediately prior to such issue or sale (including as outstanding all shares of Common Stock issuable upon conversion of all outstanding Convertible Securities (as hereinafter defined) or exercise of outstanding Warrants multiplied by the then existing Warrant Exercise Price, and (b) the consideration, if any, received by the Corporation upon such issue or sale, by (ii) the total number of shares of Common Stock outstanding immediately after such issue or sale (including as outstanding all shares of Common Stock issuable upon conversion of all outstanding Convertible Securities or exercise of outstanding Warrants). No adjustments of the Warrant Exercise Price, however, shall be made in an amount less than $.01 per share, but any such lesser adjustment shall be carried forward and shall be made at the time and together with the next subsequent adjustment which together with any adjustments so carried forward shall amount to $.01 per share or more. For purposes of this Section 3, the following paragraphs (a) to (p), inclusive, shall also be applicable:

Appears in 3 contracts

Samples: Guaranty Agreement (Med E America Corp), Guaranty Agreement (Med E America Corp), Guaranty Agreement (Med E America Corp)

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Adjustment of Price Upon Issuance of Common Stock. If and whenever the Corporation shall issue or sell any shares of its Common Stock for a consideration per share less than the Warrant Exercise Price in effect immediately prior to the time of such issue or sale, then, forthwith upon such issue or sale the Warrant Exercise Price shall be reduced to the price (calculated to the nearest $.01) determined by dividing (i) an amount equal to the sum of (a) the number of shares of Common Stock outstanding immediately prior to such issue or sale (including in cluding as outstanding all shares of Common Stock issuable upon conversion of all outstanding Convertible Securities (as hereinafter defined) or exercise of outstanding Warrants multiplied by the then existing Warrant Exercise Price, and (b) the consideration, if any, received by the Corporation Corpo ration upon such issue or sale, by (ii) the total number of shares of Common Stock outstanding immediately after such issue or sale (including as outstanding all shares of Common Stock issuable upon conversion of all outstanding Convertible Securities or exercise of outstanding Warrants). No adjustments of the Warrant Exercise Price, however, shall be made in an amount less than $.01 per share, but any such lesser adjustment shall be carried forward and shall be made at the time and together with the next subsequent adjustment which together with any adjustments so carried forward shall amount to $.01 per share or more. For purposes of this Section 3, the following paragraphs (a) to (p), inclusive, shall also be applicable:

Appears in 1 contract

Samples: Agreement (Med E America Corp)

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