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

Adjustment Upon Issuance of Common Stock. If and whenever on or after the Closing Date, the Company issues or sells, or in accordance with this Section 3(c) is deemed to have issued or sold, any shares of Common Stock (including the issuance or sale of shares of Common Stock owned or held by or for the account of the Company, but excluding shares of Common Stock deemed to have been issued or sold by the Company in connection with any Exempt Issuance) for a consideration per share (the “New Issuance Price”) less than the lesser of (i) $10.00 and (ii) the Exercise Price then in effect (such price thresholds described in clauses (i) and (ii), collectively, the “Applicable Price”, and each such issue, sale or deemed issuance or sale, a “Dilutive Issuance”), in issuances and sales conducted for the purpose of raising capital by the Company where the aggregate amount of consideration received by the Company, together with all prior issuances and sales conducted for the purpose of raising capital by the Company on or after the Closing Date that were excluded from this Section 3(c) by this clause, exceeds $500,000, then immediately after such Dilutive Issuance, the Exercise Price then in effect shall be reduced to an amount equal to the New Issuance Price. As used in this Warrant, the following terms shall have the following meanings:

Appears in 2 contracts

Samples: Registration Rights Agreement (Inflection Point Acquisition Corp. II), Registration Rights Agreement (Inflection Point Acquisition Corp. II)

AutoNDA by SimpleDocs

Adjustment Upon Issuance of Common Stock. If and whenever on or after the Closing Datedate hereof and prior to the date that is eight months from the date hereof (October [__], 2016) (the “Applicable Period”), the Company issues issues, sells or sellsdelivers, or in accordance with this Section 3(c) 4 is deemed to have issued issued, sold or solddelivered, any shares of Common Stock (including the issuance issuance, sale or sale of shares delivery of Common Stock owned or held by or for the account of the Company, but excluding shares of Common Stock any Excluded Securities (as hereinafter defined) issued or sold or deemed to have been issued issued, sold or sold by the Company in connection with any Exempt Issuancedelivered) for a consideration per share (the “New Issuance Price”) less than a price equal to the lesser of Exercise Price in effect immediately prior to such issuance, sale or delivery or deemed issuance, sale or delivery (i) $10.00 and (ii) the such Exercise Price then in effect (such price thresholds described in clauses (i) and (ii), collectively, is referred to as the “Applicable Price”, and each such issue, sale or deemed issuance or sale, ) (the foregoing a “Dilutive Issuance”), in issuances and sales conducted for the purpose of raising capital by the Company where the aggregate amount of consideration received by the Company, together with all prior issuances and sales conducted for the purpose of raising capital by the Company on or after the Closing Date that were excluded from this Section 3(c) by this clause, exceeds $500,000, then immediately after such Dilutive Issuance, the Exercise Price then in effect shall be reduced to an amount equal to the New Issuance PricePrice (as hereinafter defined). As used in For all purposes of the foregoing (including, without limitation, determining the adjusted Exercise Price and consideration per share under this WarrantSection 3(c)), the following terms shall have the following meaningsbe applicable:

Appears in 2 contracts

Samples: Securities Purchase Agreement (LabStyle Innovations Corp.), LabStyle Innovations Corp.

Adjustment Upon Issuance of Common Stock. If and whenever on or after the Closing Datedate hereof and prior to the date that is eight months from the date hereof (March 8, 2017) (the “Applicable Period”), the Company issues issues, sells or sellsdelivers, or in accordance with this Section 3(c) 4 is deemed to have issued issued, sold or solddelivered, any shares of Common Stock (including the issuance issuance, sale or sale of shares delivery of Common Stock owned or held by or for the account of the Company, but excluding shares of Common Stock any Excluded Securities (as hereinafter defined) issued or sold or deemed to have been issued issued, sold or sold by the Company in connection with any Exempt Issuancedelivered) for a consideration per share (the “New Issuance Price”) less than a price equal to the lesser of Exercise Price in effect immediately prior to such issuance, sale or delivery or deemed issuance, sale or delivery (i) $10.00 and (ii) the such Exercise Price then in effect (such price thresholds described in clauses (i) and (ii), collectively, is referred to as the “Applicable Price”, and each such issue, sale or deemed issuance or sale, ) (the foregoing a “Dilutive Issuance”), in issuances and sales conducted for the purpose of raising capital by the Company where the aggregate amount of consideration received by the Company, together with all prior issuances and sales conducted for the purpose of raising capital by the Company on or after the Closing Date that were excluded from this Section 3(c) by this clause, exceeds $500,000, then immediately after such Dilutive Issuance, the Exercise Price then in effect shall be reduced to an amount equal to the New Issuance PricePrice (as hereinafter defined). As used in For all purposes of the foregoing (including, without limitation, determining the adjusted Exercise Price and consideration per share under this WarrantSection 3(c)), the following terms shall have the following meaningsbe applicable:

Appears in 2 contracts

Samples: Securities Purchase Agreement (LabStyle Innovations Corp.), LabStyle Innovations Corp.

AutoNDA by SimpleDocs

Adjustment Upon Issuance of Common Stock. If and whenever on or after the Closing Datedate hereof and prior to the one-year anniversary of the date this Warrant is issued, the Company grants, issues or sellssells (or enters into any agreement to grant, issue or sell), or in accordance with this Section 3(c3(b) is deemed to have issued or sold, any shares of Common Stock (including the issuance or sale of shares of Common Stock owned or held by or for the account of the Company, but excluding shares of Common Stock any Exempt Issuances issued or sold or deemed to have been issued or sold by the Company in connection with any Exempt Issuancesold) for a consideration per share (the “New Issuance Price”) less than a price equal to the lesser of Exercise Price in effect immediately prior to such issuance or sale or deemed issuance or sale (i) $10.00 and (ii) the such Exercise Price then in effect (such price thresholds described in clauses (i) and (ii), collectively, is referred to herein as the “Applicable Price”, and each such issue, sale or deemed issuance or sale, ) (the foregoing a “Dilutive Issuance”), in issuances and sales conducted for the purpose of raising capital by the Company where the aggregate amount of consideration received by the Company, together with all prior issuances and sales conducted for the purpose of raising capital by the Company on or after the Closing Date that were excluded from this Section 3(c) by this clause, exceeds $500,000, then immediately after such Dilutive Issuance, the Exercise Price then in effect shall be reduced to an amount equal to the New Issuance Price. As used in For all purposes of the foregoing (including, without limitation, determining the adjusted Exercise Price and the New Issuance Price under this WarrantSection 3(b)), the following terms shall have the following meaningsbe applicable:

Appears in 2 contracts

Samples: Esports Technologies, Inc., Esports Technologies, Inc.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!