Common use of Adjustments for Other Dividends and Distributions Clause in Contracts

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 do not apply to such dividend or distribution, then and in each such event the holders of Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 11 contracts

Samples: Contribution and Exchange Agreement (Continental Grain Co), Contribution and Exchange Agreement (Steinberg Michael), Contribution and Exchange Agreement (RiverRoad Capital Partners, LLC)

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Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 A Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Series A Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series A Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 8 contracts

Samples: Stock Purchase Agreement (Hecht Peter M), Series a Preferred Stock Purchase Agreement (Gi Dynamics, Inc.), Divestiture Agreement (Ophthotech Corp.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 7 contracts

Samples: Series a Preferred Stock Purchase Agreement (zSpace, Inc.), Preferred Stock Purchase Agreement (Ondas Holdings Inc.), Preferred Stock Purchase Agreement (Ondas Holdings Inc.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 2.3 do not apply to such dividend or distribution, then and in each such event the holders of Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 6 contracts

Samples: Exchange Agreement (Saunders Acquisition Corp), Exchange Agreement (Saunders Acquisition Corp), Exchange Agreement (Franklin Electronic Publishers Inc)

Adjustments for Other Dividends and Distributions. In the event that the Corporation at any time time, or from time to time after the Series A-2 Original Issue Date Issuance Date, shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 do for which Series A Preferred Stock does not apply to such receive a dividend or distributiondistribution pursuant to the terms of this Certificate of Incorporation, then then, and in each such event event, the holders of Series A Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series A Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 3 contracts

Samples: Investment and Transaction Agreement (Id Systems Inc), Investment and Transaction Agreement (Id Systems Inc), Investment and Transaction Agreement (Id Systems Inc)

Adjustments for Other Dividends and Distributions. In the event the Corporation Company at any time or from time to time after the Series A-2 Original Issue Initial Issuance Date shall make or issue, or fix a record date for the determination of holders of Common Stock capital stock of the Company entitled to receive, a dividend or other distribution payable in securities of the Corporation Company (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 do not apply to such dividend or distributionproperty, then and in each such event the holders of Series A Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stocksuch capital stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series A Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 3 contracts

Samples: Stock Purchase Agreement (General Devices Inc), Securities Purchase Agreement (General Devices Inc), Merger Agreement (General Devices Inc)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 Original Issue Termination Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 B.1. do not apply to such dividend or distribution, then and in each such event the holders of Preferred Series A Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Preferred Series A Stock had been converted into Common Stock on the date of such event.

Appears in 2 contracts

Samples: Consent Agreement (ExamWorks Group, Inc.), Consent Agreement to Loan and Security Agreement (ExamWorks Group, Inc.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 B Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of such series of Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 2 contracts

Samples: Common Stock Purchase Warrant (Care.com Inc), Common Stock Purchase Warrant (Care.com Inc)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 C Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 do not apply to such dividend or distribution, then and in each such event the holders of Series C Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series C Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Air Liquide Investissements d'Avenir Et De Demonstration), Securities Purchase Agreement (Plug Power Inc)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 B Convertible Preferred Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 IV.3(a) do not apply to such dividend or distribution, then and in each such event the holders of Convertible Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, Stock a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Convertible Preferred Stock had been converted into Series A Common Stock on the date of such event.

Appears in 2 contracts

Samples: First Supplemental Indenture (Sunnova Energy International Inc.), First Supplemental Indenture (Sunnova Energy International Inc.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 1 Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Series 1 Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series 1 Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 2 contracts

Samples: Merger Agreement (Zynerba Pharmeceuticals, Inc.), Merger Agreement (Zynerba Pharmeceuticals, Inc.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 Original Issue Date filing date hereof shall make or issue, or fix a record date for the determination of holders of Class B Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 10.3 do not apply to such dividend or distribution, then and in each such event the holders of Preferred Class A Common Stock shall receivereceive on a per share basis, simultaneously with the distribution to the holders of Class B Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares distributed to holders of Preferred Stock had been converted into Class B Common Stock on the date of such eventa per share basis.

Appears in 2 contracts

Samples: Redemption Agreement (SoulCycle Inc.), Redemption Agreement (SoulCycle Inc.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Series A Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series A Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (TypTap Insurance Group, Inc.), Preferred Stock Purchase Agreement (HCI Group, Inc.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 B Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Series B Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series B Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 2 contracts

Samples: Certificate of Incorporation (Capstone Therapeutics Corp.), Stock Purchase Agreement (Planet Technologies, Inc)

Adjustments for Other Dividends and Distributions. In the event the Corporation Company at any time or from time to time after the Series A-2 Original Issue Initial Issuance Date shall make or issue, or fix a record date for the determination of holders of Common Stock capital stock of the Company entitled to receive, a dividend or other distribution payable in securities of the Corporation Company (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 do not apply to such dividend or distributionproperty, then and in each such event the holders of Series B Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stocksuch capital stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series B Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 2 contracts

Samples: Securities Purchase Agreement (General Devices Inc), Merger Agreement (General Devices Inc)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 E Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 2 contracts

Samples: Subscription Agreement (Starry Holdings, Inc.), Series E Preferred Stock Purchase Agreement (Aduro Biotech, Inc.)

Adjustments for Other Dividends and Distributions. In the event If the Corporation at any time or from time to time after the Series A-2 Class A Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property property, and the provisions of Section 2 1 of this Statement of Designations do not apply to such dividend or distribution, then and in each such event the holders of Preferred Class A Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Preferred Class A Stock had been converted into Common Stock on the date of such event.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Camden Learning CORP), Merger Agreement (Camden Learning CORP)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time on or after the Series A-2 Original Issue Date for the Series A Preferred Stock shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in cash or other property and the provisions of Section 2 do not apply to such dividend or distributionproperty, then and in each such event the holders of Series A Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities securities, cash or other property in an amount equal to the amount of such securities securities, cash or other property as they would have received if all outstanding shares of Series A Preferred Stock had been converted into Common Stock on the date of such eventevent or record date, as the case may be.

Appears in 2 contracts

Samples: Merger Agreement (Digital Music Group, Inc.), Agreement and Plan of Merger (Dimensional Associates, LLC)

Adjustments for Other Dividends and Distributions. In the event the Corporation orporation at any time or from time to time after the Series A-2 A-1 Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of such series of Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 2 contracts

Samples: Preferred Stock Purchase Warrant (Care.com Inc), Preferred Stock Purchase Warrant (Care.com Inc)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 D Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Series D Preferred Stock Purchase Agreement (Seres Therapeutics, Inc.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 C-1 Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 4 do not apply to such dividend or distribution, then and in each such event the holders of Series C-1 Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series C-1 Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Series C Preferred Stock and Warrant Purchase Agreement (VirtualScopics, Inc.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 B Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock capital stock of the Corporation entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stocksuch capital stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Warrant Agreement (Vapotherm Inc)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 B Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Series B Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series B Preferred Stock had been converted into Common Stock at the conversion rates in effect on the date of such event.

Appears in 1 contract

Samples: Securities Purchase Agreement (MyDx, Inc.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 A Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock capital stock of the Corporation entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 do not apply to such dividend or distribution, then and in each such event event, the holders of Series A Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stocksuch capital stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series A Preferred Stock had been converted into Common Stock on the date of such event.,

Appears in 1 contract

Samples: License Agreement (Cerulean Pharma Inc.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 Original Issue Filing Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Subscription Agreement (Arrowhead Research Corp)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 Original Issue Issuance Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 do not apply to such dividend or distributionproperty, then and in each such event the holders Holders of Series B Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series B Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Securities Purchase and Exchange Agreement (Interpace Biosciences, Inc.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 A Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 do not apply to such dividend or distributionproperty, then and in each such event the holders of Series A Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series A Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Securities Purchase Agreement (CannLabs, Inc.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 Original Issue Date of Issuance shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 8.5(e) do not apply to such dividend or distribution, then and in each such event the holders of Series A Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares Shares of Series A Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Exchange and Consent Agreement (Tetralogic Pharmaceuticals Corp)

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Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 C Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock capital stock of the Corporation entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stocksuch capital stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Warrant Agreement (Vapotherm Inc)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 A Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Class A Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Series A Preferred Stock shall receive, simultaneously with the distribution to the holders of Class A Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series A Preferred Stock had been converted into Class A Common Stock on the date of such event.

Appears in 1 contract

Samples: Merger Agreement (Panacea Acquisition Corp)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 D Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Series D Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series D Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Convertible Preferred Stock and Warrant Purchase Agreement (Idera Pharmaceuticals, Inc.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Warrant Agreement (Seres Therapeutics, Inc.)

Adjustments for Other Dividends and Distributions. In the event the Corporation Company at any time or from time to time after the Series A-2 Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation Company (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 11.6 do not apply to such dividend or distribution, then and in each such event the holders of Preferred Stock Notes shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Preferred Stock Notes had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (Gelesis Holdings, Inc.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 A Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock of the Corporation entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 do not apply to such dividend or distributionproperty, then and in each such event the holders of Series A Preferred Stock shall receive, simultaneously with the distribution to the holders of such Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series A Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Merger Agreement (Capital City Energy Group, Inc.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 I Original Issue Date shall make makes or issueissues, or fix fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Series I Preferred Stock shall will receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series I Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Investment Agreement (Las Vegas Gaming Inc)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 Original Issue Date Effective Time shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Series C 1 Preferred Stock and Warrant Purchase Agreement (Glori Acquisition Corp.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 5 hereof do not apply to such dividend or distribution, then and in each such event the holders of Series A Convertible Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series A Convertible Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Series a Preferred Stock Purchase Agreement (Adamas One Corp.)

Adjustments for Other Dividends and Distributions. In the event the Corporation Company at any time or from time to time after the Series A-2 A Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock Shares entitled to receive, a dividend or other distribution payable in securities of the Corporation Company (other than a distribution of shares of Common Stock Shares in respect of outstanding shares of Common StockShares) or in other property and the provisions of (other than distributions paid in accordance with Section 2 do not apply to such dividend or distribution6), then and in each such event the holders of Series A Preferred Stock Share shall receive, simultaneously with the distribution to the holders of Common StockShares, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series A Preferred Stock Shares had been converted into Common Stock Shares on the date of such event.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Geno LLC)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 E-1 Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Business Combination Agreement (Pioneer Merger Corp.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 D Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock capital stock of the Corporation entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 do not apply to such dividend or distribution, then and in each such event the holders of Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stocksuch capital stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Business Financing Agreement (Vapotherm Inc)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 do not apply to such dividend or distribution, then and in each such event the holders of Series C Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series C Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Securities Purchase Agreement (Tevogen Bio Holdings Inc.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 C-2 Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 4 do not apply to such dividend or distribution, then and in each such event the holders of Series C-2 Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series C-2 Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Series C Preferred Stock and Warrant Purchase Agreement (VirtualScopics, Inc.)

Adjustments for Other Dividends and Distributions. In the event the Corporation Company at any time or from time to time after the Series A-2 Bond Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock Ordinary Shares entitled to receive, a dividend or other distribution payable in securities of the Corporation Company (other than a distribution of shares of Common Stock Ordinary Shares in respect of outstanding shares of Common StockOrdinary Shares, provided for in Subsection 8.6) or in other property and the provisions of Section 2 do not apply to such dividend or distributionproperty, then and in each such event the holders of Preferred Stock Bonds shall receive, simultaneously with the distribution to the holders of Common StockOrdinary Shares, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Preferred Stock Bonds had been converted into Common Stock Ordinary Shares on the date of such event.

Appears in 1 contract

Samples: Investment Agreement (Lombard Medical, Inc.)

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 A Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 1 (Dividends) do not apply to such dividend or distribution, then and in each such event the holders of Series A Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Series A Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Series a Preferred Stock Purchase Agreement

Adjustments for Other Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A-2 D Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 3 of this Article XIII do not apply to such dividend or distribution, then and in each such event the holders of the applicable Preferred Stock shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of the applicable Preferred Stock had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Facility Agreement (Kempharm, Inc)

Adjustments for Other Dividends and Distributions. In the event the Corporation Company at any time or from time to time after the Series A-2 Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable in securities of the Corporation Company (other than a distribution of shares of Common Stock in respect of outstanding shares of Common Stock) or in other property and the provisions of Section 2 Subsection 3(f) do not apply to such dividend or distribution, then and in each such event the holders of Preferred Stock Holder shall receive, simultaneously with the distribution to the holders of Common Stock, a dividend or other distribution of such securities or other property in an amount equal to the amount of such securities or other property as they would have received if all outstanding shares of Preferred Stock the entire Outstanding Amounts had been converted into Common Stock on the date of such event.

Appears in 1 contract

Samples: Convertible Promissory Note (Motorcar Parts of America Inc)

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