Common use of Adjustment Upon Issuance of Ordinary Shares Clause in Contracts

Adjustment Upon Issuance of Ordinary Shares. If and whenever on or after the Issuance Date, the Company grants issues or sells (or enters into any agreement to grant, issue or sell), or in accordance with this Section 3 is deemed to have granted, issued or sold, any Ordinary Shares (including the issuance or sale of Ordinary Shares owned or held by or for the account of the Company, but excluding any Exempt Issuances, granted issued or sold or deemed to have been granted issued or sold) for a consideration per share (the “New Issuance Price”) less than a price equal to the Exercise Price in effect immediately prior to such granting, issuance or sale or deemed granting issuance or sale (such Exercise Price then in effect is referred to herein as the “Applicable Price”) (the foregoing a “Dilutive Issuance”), then immediately after such Dilutive Issuance, the Exercise Price then in effect shall be reduced to an amount equal to the New Issuance Price. For all purposes of the foregoing (including, without limitation, determining the adjusted Exercise Price and the New Issuance Price under this Section 3(b)), the following shall be applicable:

Adjustment Upon Issuance of Ordinary Shares. If and whenever on or after the date of issuance (the “Issuance Date”), the Company grants issues or sells (or enters into any agreement to grant, issue or sell)sells, or in accordance with this Section 3 3(b) is deemed to have granted, issued or sold, any Ordinary Shares Share Equivalents (including the issuance or sale of Ordinary Shares owned or held by or for the account of the Company, Company but excluding any Exempt Issuancesequity awards issued in compensatory circumstance pursuant to equity incentive compensation plans duly adopted for such a purpose, granted by a majority of the non-employee members of the board of directors or a majority of the members of a committee of non-employee directors established for such purpose for services rendered to the Company) issued or sold or deemed to have been granted issued or sold) sold for a consideration per share (the “New Issuance Price”) less than a price equal to the Exercise Price in effect immediately prior to such granting, issuance or sale or deemed granting issuance or sale (such Exercise Price then in effect is referred to herein as the “Applicable Price”) (the foregoing a “Dilutive Issuance”), then immediately after upon such Dilutive Issuance, the Exercise Price then in effect shall be reduced to an amount equal to the New Issuance Price. For all purposes of the foregoing (including, without limitation, determining the adjusted Exercise Price and the New Issuance Price under this Section 3(b)), the following shall be applicable:

Adjustment Upon Issuance of Ordinary Shares. If and whenever on or after the date of issuance (the “Issuance Date”), the Company grants issues or sells (or enters into any agreement to grant, issue or sell)sells, or in accordance with this Section 3 3(b) is deemed to have granted, issued or sold, any Ordinary Shares Share Equivalents (including the issuance or sale of Ordinary Shares owned or held by or for the account of the Company, Company but excluding any Exempt Issuancesequity awards issued in compensatory circumstance pursuant to equity incentive compensation plans duly adopted for such purpose, granted by a majority of the non-employee members of the board of directors or a majority of the members of a committee of non-employee directors established for such purpose for services rendered to the Company) issued or sold or deemed to have been granted issued or sold) sold for a consideration per share (the “New Issuance Price”) less than a price equal to the Exercise Price in effect immediately prior to such granting, issuance or sale or deemed granting issuance or sale (such Exercise Price then in effect is referred to herein as the “Applicable Price”) (the foregoing a “Dilutive Issuance”), then immediately after upon such Dilutive Issuance, the Exercise Price then in effect shall be reduced to an amount equal to the New Issuance Price. For all purposes of the foregoing (including, without limitation, determining the adjusted Exercise Price and the New Issuance Price under this Section 3(b)), the following shall be applicable: