Common use of Adjustments for Reclassification, Exchange and Substitution Clause in Contracts

Adjustments for Reclassification, Exchange and Substitution. If the Ordinary Shares issuable upon conversion of the Preference Shares shall be changed into the same or a different number of shares of any other class or classes of stock, whether by capital reorganization, reclassification, or otherwise (other than a subdivision or combination of shares provided for above), the Series A Conversion Price then in effect shall, concurrently with the effectiveness of such reorganization or reclassification, be proportionately adjusted such that the Preference Shares shall be convertible into, in lieu of the number of Ordinary Shares which the holders would otherwise have been entitled to receive, a number of shares of such other class or classes of stock equivalent to the number of shares of such other class or classes of stock into which the Ordinary Shares that would have been subject to receipt by the holders of Preference Shares upon conversion of such Preference Shares immediately before that change would have been changed into.

Appears in 3 contracts

Samples: Shareholder Agreements, Share Subscription Agreement (Noah Education Holdings Ltd.), Shareholder Agreement (Noah Education Holdings Ltd.)

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Adjustments for Reclassification, Exchange and Substitution. If the Ordinary Shares issuable upon conversion of the Preference Series A Shares shall be changed into the same or a different number of shares of any other class or classes of stockshares, whether by capital reorganization, reclassification, reclassification or otherwise (other than a subdivision or combination of shares provided for above), then and in each such event the holder of each Series A Conversion Price then in effect shall, concurrently with Share shall have the effectiveness right thereafter to convert such share into the kind and amount of shares and other securities and property receivable upon such reorganization or reclassification, be proportionately adjusted such that the Preference Shares shall be convertible into, in lieu reclassification or other change by holders of the number of Ordinary Shares which the holders would otherwise have been entitled to receive, a number of shares of such other class or classes of stock equivalent to the number of shares of such other class or classes of stock into which the Ordinary Shares that would have been subject to receipt by the holders of Preference Shares upon conversion of such Preference the Series A Shares immediately before that change would have been changed intochange, all subject to further adjustment as provided herein.

Appears in 2 contracts

Samples: Shareholder Agreement (China Distance Education Holdings LTD), Shareholder Agreement (China Distance Education Holdings LTD)

Adjustments for Reclassification, Exchange and Substitution. If the Ordinary Shares issuable upon conversion of the Preference Series A Shares shall be changed into the same or a different number of shares of any other class or classes of stockshares, whether by capital reorganization, reclassification, reclassification or otherwise (other than a subdivision or combination of shares provided for above), then and in each such event the Series A Conversion Price then in effect shall, concurrently with Shareholders shall have the effectiveness right thereafter to convert such share into the kind and number of shares and other securities and property receivable upon such reorganization or reclassification, be proportionately adjusted such that the Preference Shares shall be convertible into, in lieu reclassification or other change by holders of the number of Ordinary Shares which the holders would otherwise have been entitled to receive, a number of shares of such other class or classes of stock equivalent to the number of shares of such other class or classes of stock into which the Ordinary Shares that would have been subject to receipt by the holders of Preference Shares upon conversion of such Preference Series A Shares immediately before that change would have been changed intochange, all subject to further adjustment as provided herein.

Appears in 1 contract

Samples: Shareholders Agreement (Taomee Holdings LTD)

Adjustments for Reclassification, Exchange and Substitution. If To the Ordinary extent permitted by the applicable law, if the Common Shares issuable upon conversion of the Preference Series A Preferred Shares shall be changed into the same or a different number of shares of any other class or classes of stockclasses, whether by capital reorganization, reclassification, or otherwise (other than a subdivision or combination of shares provided for above), the Series A Conversion Price then in effect shall, concurrently with the effectiveness of such reorganization or reclassification, be proportionately adjusted such that the Preference Series A Preferred Shares shall be convertible into, in lieu of the number of Ordinary Common Shares which the holders would otherwise have been entitled to receive, a number of shares of such other class or classes of stock equivalent to the number of shares of such other class or classes of stock into which the Ordinary Shares that would have been subject to receipt receivable by the holders of Preference Series A Preferred Shares upon conversion of such Preference if they had converted their Series A Preferred Shares into Common Shares immediately before that change would have been changed intochange.

Appears in 1 contract

Samples: Termination Agreement (Pixelplus Co., Ltd.)

Adjustments for Reclassification, Exchange and Substitution. If the Ordinary Shares issuable upon conversion of the Preference Series A Preferred Shares shall be changed into the same or a different number of shares of any other class or classes of stockshares, whether by capital reorganization, reclassification, reclassification or otherwise (other than a subdivision or combination of shares provided for above), then and in each such event the holder of each Series A Conversion Price then in effect shall, concurrently with Preferred Share shall have the effectiveness right thereafter to convert such share into the kind and amount of shares and other securities and property receivable upon such reorganization or reclassification, be proportionately adjusted such that the Preference Shares shall be convertible into, in lieu reclassification or other change by holders of the number of Ordinary Shares which the holders would otherwise have been entitled to receive, a number of shares of such other class or classes of stock equivalent to the number of shares of such other class or classes of stock into which the Ordinary Shares that would have been subject to receipt by the holders of Preference Shares upon conversion of such Preference the Series A Preferred Shares immediately before that change would have been changed intochange, all subject to further adjustment as provided herein.

Appears in 1 contract

Samples: Subscription and Contribution Agreement (Mecox Lane LTD)

Adjustments for Reclassification, Exchange and Substitution. If the Ordinary Shares Common Stock issuable upon conversion of the Preference Shares Series B Preferred shall be changed into the same or a different number of shares of any other class or classes of stock, whether by capital reorganization, reclassification, or otherwise (other than a subdivision or combination of shares provided for above), then and in each such event the holder of each share of Series A Conversion Price then in effect shall, concurrently with B Preferred shall have the effectiveness right thereafter to convert such share into the kind and amount of shares of stock and other securities and property receivable upon such reorganization or reclassification, be proportionately adjusted such that the Preference Shares shall be convertible into, in lieu reclassification or other change by holders of the number of Ordinary Shares which the holders would otherwise have been entitled to receive, a number of shares of such other class or classes of stock equivalent to the number of shares of such other class or classes of common stock into which the Ordinary Shares that would have been subject to receipt by the holders of Preference Shares upon conversion of such Preference Shares the Series B Preferred immediately before that change would have been changed intochange, all subject to further adjustment as provided herein.

Appears in 1 contract

Samples: Asset Purchase Agreement (Information Architects Corp)

Adjustments for Reclassification, Exchange and Substitution. If the Ordinary Shares Common Stock issuable upon conversion of the Preference Shares Series B and subsequent exchange of the Class B Common for Common Stock shall be changed into the same or a different number of shares of any other class or classes of stock, whether by capital reorganization, reclassification, reclassification or otherwise (other than a subdivision or combination of shares provided for above), the Series A Conversion Price then in effect shall, concurrently with the effectiveness of such reorganization or reclassification, be proportionately adjusted such that the Preference Shares Series B shall be convertible into, in lieu of the number of Ordinary Shares shares of Common Stock which the holders would otherwise have been entitled to receive, a number of shares of such other class or classes of stock equivalent to the number of shares of such other class or classes of stock into which the Ordinary Shares Common Stock that would have been subject to receipt by the holders of Preference Shares upon conversion of such Preference Shares the Series B immediately before that change would have been changed intochange.

Appears in 1 contract

Samples: Series B Preferred Stock Purchase Agreement (Ia Corp)

Adjustments for Reclassification, Exchange and Substitution. If the Ordinary Common Shares issuable upon conversion of the Preference Shares Convertible Note shall be changed into the same or a different number of shares of any other class or classes of stockshares, whether by capital reorganization, reclassification, or otherwise (other than a subdivision or combination or consolidation of shares provided for above), the Series A Conversion Price then in effect shall, concurrently with the effectiveness of such reorganization or reclassification, be proportionately adjusted such that the Preference Shares Convertible Note shall be convertible into, in lieu of the number of Ordinary Common Shares which the holders would otherwise have been entitled to receive, a number of shares of such other class or classes of stock shares equivalent to the number of shares of such other class or classes of stock shares in the capital of the Company into which the Ordinary Common Shares that would have been subject to receipt by the holders of Preference Shares Noteholder upon conversion of such Preference Shares Convertible Note immediately before that change would have been changed intoeffected.

Appears in 1 contract

Samples: Subscription Agreement (Canadian Solar Inc.)

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Adjustments for Reclassification, Exchange and Substitution. If the Ordinary Shares Common Stock issuable upon conversion of the Preference Shares Series A Preferred shall be changed into the same or a different number of shares of any other class or classes of stock, whether by capital reorganization, reclassification, reclassification or otherwise (other than a subdivision or combination of shares provided for above), the Series A Conversion Price then in effect shall, concurrently with the effectiveness of such reorganization or reclassification, be proportionately adjusted such that the Preference Shares Series A Preferred shall be convertible into, in lieu of the number of Ordinary Shares shares of Common Stock which the holders would otherwise have been entitled to receive, a number of shares of such other class or classes of stock equivalent to the number of shares of such other class or classes of stock into which the Ordinary Shares Common Stock that would have been subject to receipt by the holders of Preference Shares upon conversion of such Preference Shares the Series A Preferred immediately before that change would have been changed intochange.

Appears in 1 contract

Samples: Exchange Agreement (Pala Investments Holdings LTD)

Adjustments for Reclassification, Exchange and Substitution. If the Ordinary Shares issuable upon conversion of the Preference Series A Shares shall be changed into the same or a different number of shares of any other class or classes of stockshares, whether by capital reorganization, reclassification, reclassification or otherwise (other than a subdivision or combination of shares provided for above), then and in each such event the holder of each share of Series A Conversion Price then in effect shall, concurrently with Shares shall have the effectiveness right thereafter to convert such share into the kind and amount of shares and other securities and property receivable upon such reorganization or reclassification, be proportionately adjusted such that the Preference Shares shall be convertible into, in lieu reclassification or other change by holders of the number of Ordinary Shares which the holders would otherwise have been entitled to receive, a number of shares of such other class or classes of stock equivalent to the number of shares of such other class or classes of stock into which the Ordinary Shares that would have been subject to receipt by the holders of Preference Shares upon conversion of such Preference the Series A Shares immediately before that change would have been changed intoall subject to further adjustment as provided herein.

Appears in 1 contract

Samples: Series a Preferred Share Purchase Agreement (Le Gaga Holdings LTD)

Adjustments for Reclassification, Exchange and Substitution. If the Ordinary Shares issuable upon conversion of the Preference Preferred Shares shall be changed into the same or a different number of shares of any other class or classes or series of stockshares, whether by capital reorganization, reclassification, reclassification or otherwise (other than a subdivision or combination of shares provided for above), then and in each such event the Series A Conversion Price then in effect shall, concurrently with holder of each Preferred Share shall have the effectiveness right thereafter to convert such share into the kind and amount of shares and other securities and property receivable upon such reorganization or reclassification, be proportionately adjusted such that the Preference Shares shall be convertible into, in lieu reclassification or other change by holders of the number of Ordinary Shares which the holders would otherwise have been entitled to receive, a number of shares of such other class or classes of stock equivalent to the number of shares of such other class or classes of stock into which the Ordinary Shares that would have been subject to receipt by the holders of Preference Shares upon conversion of such Preference the Preferred Shares immediately before that change would have been changed intochange, all subject to further adjustment as provided herein.

Appears in 1 contract

Samples: Shareholder Agreement (I-Mab)

Adjustments for Reclassification, Exchange and Substitution. If the Ordinary Shares Class A Common Stock issuable upon conversion of the Preference Shares Series A Preferred Stock shall be changed into the same or a different number of shares of any other class or classes of stock, whether by capital reorganization, reclassification, reclassification or otherwise (other than a subdivision or combination of shares provided for above), the Series A Conversion Price then in effect shall, concurrently with the effectiveness of such reorganization or reclassification, be proportionately adjusted such that the Preference Shares Series A Preferred Stock shall be convertible into, in lieu of the number of Ordinary Shares shares of Class A Common Stock which the holders would otherwise have been entitled to receive, a number of shares of such other class or classes of stock equivalent to the number of shares of such other class or classes of stock into which the Ordinary Shares thereof that would have been subject to receipt by the holders of Preference Shares upon conversion of such Preference Shares the Series A Preferred Stock immediately before that change would have been changed intochange.

Appears in 1 contract

Samples: Merger Agreement (Accentia Biopharmaceuticals Inc)

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