Common use of Adjustment of Purchase Price Upon Issuance of Additional Securities Clause in Contracts

Adjustment of Purchase Price Upon Issuance of Additional Securities. In the event the Company shall at any time after the Original Issue Date issue Additional Securities (including Additional Securities deemed to be issued pursuant to subsection 2(a)(iii)), without consideration or for a consideration per share less than the Purchase Price in effect immediately prior to such issue, then the Purchase Price shall be reduced, concurrently with such issue, to a price (calculated to the nearest cent) determined by multiplying such Purchase Price by a fraction, (A) the numerator of which shall be (1) the number of Securities outstanding immediately prior to such issue plus (2) the number of Securities which the aggregate consideration received or to be received by the Company for the total number of Additional Securities so issued would purchase at such Purchase Price; and (B) the denominator of which shall be the number of Securities outstanding immediately prior to such issue plus the number of such Warrant Securities so issued; provided that, (i) for the purpose of this subsection 2(a)(iv), all Securities issuable upon conversion or exchange of Convertible Securities outstanding immediately prior to such issue shall be deemed to be outstanding, and (ii) the number of Securities deemed issuable upon conversion or exchange of such outstanding Convertible Securities shall be determined without giving effect to any adjustments to the conversion or exchange price or conversion or exchange rate of such Convertible Securities resulting from the issuance of Additional Securities that is the subject of this calculation.