Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 609 contracts
Samples: Underwriters' Warrant Agreement (Chromocell Therapeutics Corp), Underwriting Agreement (Unusual Machines, Inc.), Underwriters' Warrant Agreement (Chromocell Therapeutics Corp)
Calculations. All calculations under this Section 9 7 shall be made to the nearest cent or the nearest 1/100th of a share, as applicablethe case may be. The For purposes of this Section 7, the number of shares of Common Stock deemed to be issued and outstanding at any as of a given time date shall not include shares owned or held by or for be the account sum of the Company, and the disposition number of any such shares shall be considered an issue or sale of Common StockStock (excluding any treasury shares of the Corporation) issued and outstanding.
Appears in 109 contracts
Samples: Subscription Agreement (Optimus Healthcare Services, Inc.), Securities Purchase Agreement (Inflection Point Acquisition Corp. II), Business Combination Agreement (Inflection Point Acquisition Corp. II)
Calculations. All calculations under this Section 9 2 shall be made by rounding to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 81 contracts
Samples: Warrant Agreement (Asset Entities Inc.), Warrant Agreement (Asset Entities Inc.), Warrant Agreement (Signing Day Sports, Inc.)
Calculations. All calculations under this Section 9 2 shall be made by rounding to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue issuance or sale of Common Stock.
Appears in 56 contracts
Samples: Security Agreement (Clean Energy Technologies, Inc.), Security Agreement (NKGen Biotech, Inc.), Security Agreement (iCoreConnect Inc.)
Calculations. All calculations under this Section 9 10 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 51 contracts
Samples: Note (Empire Petroleum Corp), Warrant Agreement, Convertible Note (Clearone Inc)
Calculations. All calculations under this Section 9 8 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 41 contracts
Samples: Securities Agreement (SPYR, Inc.), Securities Purchase Agreement (Energous Corp), Securities Agreement (Energous Corp)
Calculations. All calculations under this Section 9 4 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 35 contracts
Samples: Warrant Agreement (Castellum, Inc.), Warrant Agreement (General Finance CORP), Note Purchase Agreement (Wright Investors Service Holdings, Inc.)
Calculations. All calculations under this Section 9 2 shall be made by rounding to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue issuance or sale of Common Stock.
Appears in 33 contracts
Samples: Commitment Letter (Scilex Holding Co), Securities Purchase Agreement (IMAC Holdings, Inc.), Securities Purchase Agreement (Phoenix Biotech Acquisition Corp.)
Calculations. All calculations under this Section SECTION 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 30 contracts
Samples: Warrant Agreement (Roo Group Inc), Securities Agreement (Markland Technologies Inc), Securities Purchase Agreement (Vaso Active Pharmaceuticals Inc)
Calculations. All calculations under this Section 9 2 shall be made by rounding to the nearest 1/10000th of cent or and the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 23 contracts
Samples: Securities Purchase Agreement (Net Element, Inc.), Warrant Agency Agreement (Skyline Medical Inc.), Warrant Agency Agreement (Skyline Medical Inc.)
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition sale or issuance of any such shares shall be considered an issue or sale of Common Stock.
Appears in 23 contracts
Samples: Credit Facility Agreement (Mobivity Holdings Corp.), Credit Facility Agreement (Mobivity Holdings Corp.), Credit Facility Agreement (Mobivity Holdings Corp.)
Calculations. All calculations under this Section 9 2 shall be made by rounding to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock Shares outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue issuance or sale of Common StockShares.
Appears in 22 contracts
Samples: Warrant Agent Agreement (Direct Digital Holdings, Inc.), Warrant Agent Agreement (Direct Digital Holdings, Inc.), Warrant Agent Agreement (Direct Digital Holdings, Inc.)
Calculations. All calculations under this Section 9 7 shall be made by rounding to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 19 contracts
Samples: Securities Purchase Agreement (Adagio Medical Holdings, Inc.), Securities Purchase Agreement (EF Hutton Acquisition Corp I), Securities Purchase Agreement (Ondas Holdings Inc.)
Calculations. All calculations under this Section 9 11 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 16 contracts
Samples: Securities Agreement (Cure Pharmaceutical Holding Corp.), Securities Purchase Agreement (HydroPhi Technologies Group, Inc.), Subordinated Convertible Debenture (Bakers Footwear Group Inc)
Calculations. All calculations under this Section 9 2(c) shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 10 contracts
Samples: Convertible Note (Usa Equities Corp.), Subscription Agreement (Air Industries Group), Subscription Agreement (Air Industries Group)
Calculations. All calculations under this Section 9 6 shall be made to the nearest 1/10th of a cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 9 contracts
Samples: Debenture Warrant (NYTEX Energy Holdings, Inc.), Warrant Agreement (Samson Investment CO), Warrant Agreement (X-Change Corp)
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 9 contracts
Samples: Protective Rights Agreement (Stratasys Inc), Securities Agreement (Sinohub, Inc.), Securities Agreement (Sinohub, Inc.)
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition sale or issuance of any such shares shall be considered an issue or sale of Common Stock.
Appears in 8 contracts
Samples: Standby Bridge Financing Agreement (Jaguar Animal Health, Inc.), Warrant Agreement (Celator Pharmaceuticals Inc), Warrant Agreement (Celator Pharmaceuticals Inc)
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company; provided, and however, the provisions of this Section 9 shall apply to any sale, issuance, distribution or disposition of any such shares shall be considered an issue or sale of Common Stockby the Company.
Appears in 8 contracts
Samples: Warrant Agreement (Universal Display Corp \Pa\), Warrant Agreement (Universal Display Corp \Pa\), Warrant Agreement (Universal Display Corp \Pa\)
Calculations. All calculations under this Section 9 2 shall be made by rounding to the nearest 1/1000th of cent or and the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 7 contracts
Samples: Common Stock Purchase Warrant (Precipio, Inc.), Common Stock Purchase Warrant (Precipio, Inc.), Common Stock Purchase Warrant (Transgenomic Inc)
Calculations. All calculations under this Section 9 8 shall be made by rounding to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 7 contracts
Samples: Second Amendment and Exchange Agreement (Nauticus Robotics, Inc.), Securities Purchase Agreement (IMAC Holdings, Inc.), Securities Purchase Agreement (IMAC Holdings, Inc.)
Calculations. All calculations under this Section 9 12 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 6 contracts
Samples: Credit Agreement (Communication Intelligence Corp), Asset Purchase Agreement (Finisar Corp), Warrant Agreement (Index Oil & Gas Inc.)
Calculations. All calculations under this Section 9 8 shall be made to the nearest cent or the nearest 1/100th of a share, as applicablethe case may be. The For purposes of this Section 8, the number of shares of Common Stock deemed to be issued and outstanding at any as of a given time date shall not include shares owned or held by or for be the account sum of the Company, and the disposition number of any such shares shall be considered an issue or sale of Common StockStock (excluding any treasury shares of the Corporation) issued and outstanding.
Appears in 6 contracts
Samples: Asset Purchase Agreement (Blue Water Biotech, Inc.), Asset Purchase Agreement (Veru Inc.), Subscription Agreement (ArTara Therapeutics, Inc.)
Calculations. All calculations under this Section 9 2 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Freedom Leaf Inc.), Warrant Agreement (Hydrogenics Corp), Securities Purchase Agreement (Hydrogenics Corp)
Calculations. All calculations under this Section 9 7 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 6 contracts
Samples: Restructuring Agreement (Emisphere Technologies Inc), Letter Agreement (Emisphere Technologies Inc), Warrant Agreement (GoFish Corp.)
Calculations. All calculations under this Section 9 8 shall be made to the nearest cent or the nearest 1/100th of a share, as applicablethe case may be. The For purposes of this Section 8, the number of shares of Common Stock deemed to be issued and outstanding at any as of a given time date shall not include shares owned or held by or for be the account sum of the Company, and the disposition number of any such shares shall be considered an issue or sale of Common StockStock (excluding any treasury shares of Company) issued and outstanding.
Appears in 6 contracts
Samples: Subordination Agreement (SANUWAVE Health, Inc.), Subordination Agreement (SANUWAVE Health, Inc.), Subordination Agreement (SANUWAVE Health, Inc.)
Calculations. All calculations under this Section 9 shall be made ------------ to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 6 contracts
Samples: Securities Agreement (Questcor Pharmaceuticals Inc), Securities Agreement (Questcor Pharmaceuticals Inc), Securities Agreement (Questcor Pharmaceuticals Inc)
Calculations. All calculations under this Section 9 2 shall be made by rounding to the nearest one-hundred thousandth of a cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 6 contracts
Samples: Warrant Agreement (Nova Lifestyle, Inc.), Warrant Agreement (Nova Lifestyle, Inc.), Warrant Agreement (Nova Lifestyle, Inc.)
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company; provided that such shares, and the upon disposition of any such shares to a third party, shall then be considered an issue or sale of Common Stockoutstanding.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Penwest Pharmaceuticals Co), Security Agreement (Smith & Wesson Holding Corp), Securities Purchase Agreement (Smith & Wesson Holding Corp)
Calculations. All calculations under this Section 9 10 shall be made to the nearest cent or the nearest 1/100th of a share, as applicablethe ease may be. The For purposes of this Section 10, the number of shares of Common Stock deemed to be issued and outstanding at any as of a given time date shall not include shares owned or held by or for be the account sum of the Company, and the disposition number of any such shares shall be considered an issue or sale of Common StockStock (excluding treasury shares, if any) issued and outstanding.
Appears in 5 contracts
Samples: Warrant Agreement (Seattle Genetics Inc /Wa), Warrant Agreement (Immunomedics Inc), Warrant Agreement (Immunomedics Inc)
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 5 contracts
Samples: Common Stock and Warrant Purchase Agreement (Invicta Media Investments, LLC), Common Stock and Warrant Purchase Agreement (Invicta Media Investments, LLC), Common Stock and Warrant Purchase Agreement (iMedia Brands, Inc.)
Calculations. All calculations under this Section 9 7 shall be made to the nearest cent or the nearest 1/100th of a share, as applicablethe case may be. The For purposes of this Section 7, the number of shares of Common Stock deemed to be issued and outstanding at as of a given date shall be the number of shares of Common Stock issued and outstanding (excluding any given time shall not include treasury shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common StockCorporation).
Appears in 5 contracts
Samples: Securities Purchase Agreement (T2 Biosystems, Inc.), Securities Purchase Agreement (Alpine Immune Sciences, Inc.), Preferred Stock Purchase Agreement (Alder Biopharmaceuticals Inc)
Calculations. All calculations under this Section 9 Article II shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 4 contracts
Samples: Warrant Agreement (TechCom, Inc.), Warrant Agreement (TechCom, Inc.), Warrant Agreement (TechCom, Inc.)
Calculations. All calculations under this Section 9 shall be made by rounding to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 4 contracts
Samples: Warrant Agency Agreement (AtheroNova Inc.), Warrant Agency Agreement (AtheroNova Inc.), Warrant Agreement (SANUWAVE Health, Inc.)
Calculations. All calculations under this Section 9 8 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 4 contracts
Samples: Securities Agreement (DHB Industries Inc), Securities Agreement (DHB Industries Inc), Securities Agreement (DHB Industries Inc)
Calculations. All calculations under this Section 9 7 shall be made to the nearest cent or the nearest 1/100th of a share, as applicablethe case may be. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the CompanyCompany or any of its subsidiaries. For purposes of this Section 7, the number of shares of Common Stock deemed to be issued and the disposition outstanding as of any such shares a given date shall be considered an issue or sale the sum of the number of shares of Common StockStock (excluding treasury shares and shares owned by subsidiaries, if any) actually issued and outstanding.
Appears in 4 contracts
Samples: Securities Purchase Agreement (China Education Alliance Inc.), Securities Purchase Agreement (Malex Inc), Securities Purchase Agreement (China Wind Systems, Inc)
Calculations. All calculations under this Section 9 7 shall be made by rounding to the nearest one-hundred thousandth of a cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 4 contracts
Samples: Exchange Agreement (Majesco Entertainment Co), Exchange Agreement (Majesco Entertainment Co), Subscription Agreement (Majesco Entertainment Co)
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 4 contracts
Samples: Placement Agent Warrant Agreement (SimplePons, Inc.), Securities Agreement (Aerogen Inc), Securities Agreement (Aerogen Inc)
Calculations. All calculations under this Section 9 15 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the CompanyCorporation, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Global Epoint Inc), Series B Preferred Stock Purchase Agreement (Wolverine Tube Inc), Securities Purchase Agreement (Global Epoint Inc)
Calculations. All calculations under this Section 9 11 shall ------------ be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 4 contracts
Samples: Debenture Agreement (Demarco Energy Systems of America Inc), Debenture Agreement (Demarco Energy Systems of America Inc), Debenture Agreement (Demarco Energy Systems of America Inc)
Calculations. All calculations under this Section 9 shall be made rounded up to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 4 contracts
Samples: Securities Agreement (Carrington Laboratories Inc /Tx/), Securities Agreement (Carrington Laboratories Inc /Tx/), Warrant Agreement (Carrington Laboratories Inc /Tx/)
Calculations. All calculations under this Section 9 7 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 4 contracts
Samples: Warrant Agreement (RHL Group, Inc.), Warrant Agreement (RHL Group, Inc.), Common Stock Warrant (MMR Information Systems, Inc.)
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the CompanyCompany or any of its subsidiaries, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 3 contracts
Samples: Subscription Agreement (Jesup & Lamont, Inc.), Subscription Agreement (Jesup & Lamont, Inc.), Subscription Agreement (Harvco, LLC)
Calculations. All calculations under this Section 9 2 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 3 contracts
Samples: Settlement Agreement (GigOptix, Inc.), Securities Purchase Agreement (GigOptix, Inc.), Warrant Agreement (GigOptix, Inc.)
Calculations. All calculations under this Section 9 ------------ --------- shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 3 contracts
Samples: Securities Agreement (Zoltek Companies Inc), Securities Agreement (Zoltek Companies Inc), Securities Agreement (Zoltek Companies Inc)
Calculations. All calculations under this Section 9 8 shall be made to the nearest cent or the nearest 1/100th of a share, as applicablethe case may be. The For purposes of this Section 8, the number of shares of Common Stock deemed to be issued and outstanding at any as of a given time date shall not include shares owned or held by or for be the account sum of the Company, and the disposition number of any such shares shall be considered an issue or sale of Common StockStock (excluding treasury shares, if any) issued and outstanding.
Appears in 3 contracts
Samples: Convertible Bonds Subscription Agreement (20/20 GeneSystems, Inc.), Warrant and Put Option Agreement (Xenomics Inc), Warrant Agreement (Xenomics Inc)
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a an share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition sale or issuance of any such shares shall be considered an issue or sale of Common Stock.
Appears in 3 contracts
Samples: Warrant Agreement (Lm Funding America, Inc.), Warrant Agreement (Lm Funding America, Inc.), Warrant Agreement (Lm Funding America, Inc.)
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 3 contracts
Samples: Warrant Agreement (Mri Interventions, Inc.), Securities Purchase Agreement (Baxano Surgical, Inc.), Securities Purchase Agreement (Mri Interventions, Inc.)
Calculations. All Without derogating from Section 12, all calculations under this Section 9 10 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock Shares outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common StockShares.
Appears in 3 contracts
Samples: Convertible Note (Top Image Systems LTD), Convertible Note (Top Image Systems LTD), Convertible Note (Hale Martin M Jr)
Calculations. All calculations under this Section 9 8 shall be made to the nearest cent or the nearest 1/100th of a share, as applicablethe case may be. The For purposes of this Section 8, the number of shares of Common Stock deemed to be issued and outstanding at any as of a given time date shall not include shares owned or held by or for be the account sum of the Company, and the disposition number of any such shares shall be considered an issue or sale of Common StockStock (excluding any treasury shares of Parent) issued and outstanding.
Appears in 3 contracts
Samples: Note Agreement (XpresSpa Group, Inc.), Note Agreement (XpresSpa Group, Inc.), Note Agreement (XpresSpa Group, Inc.)
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a whole share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 3 contracts
Samples: Warrant Agreement (Nova Biosource Fuels, Inc.), Warrant Agreement (Nova Biosource Fuels, Inc.), Warrant Agreement (Nova Biosource Fuels, Inc.)
Calculations. All calculations under this Section 9 2(d) shall be made by rounding to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue issuance or sale of Common Stock.
Appears in 3 contracts
Samples: Warrant Agreement (Adagio Medical Holdings, Inc.), Subscription Agreement (ARYA Sciences Acquisition Corp IV), Subscription Agreement (ARYA Sciences Acquisition Corp IV)
Calculations. All calculations under this Section 9 11 shall be ------------ ---------- made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 3 contracts
Samples: Debenture Agreement (Achievement Tech Holdings Inc /Id/), Debenture Agreement (Questcor Pharmaceuticals Inc), Debenture Agreement (Questcor Pharmaceuticals Inc)
Calculations. All calculations under this Section 9 12 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the CompanyBorrower, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 3 contracts
Samples: Securities Agreement (Aerogen Inc), Securities Purchase Agreement (Aerogen Inc), Securities Purchase Agreement (Aerogen Inc)
Calculations. All calculations under this Section 9 11 shall ------------ ---------- be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 3 contracts
Samples: Debenture Agreement (Achievement Tech Holdings Inc /Id/), Debenture Agreement (Achievement Tech Holdings Inc /Id/), Debenture Agreement (Achievement Tech Holdings Inc /Id/)
Calculations. All calculations under this Section 9 2 shall be made by rounding to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock Shares outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common StockShares.
Appears in 3 contracts
Samples: Warrant Agreement (Veg House Holdings Inc.), Warrant Agreement (Veg House Holdings Inc.), Warrant Agreement (Zerospo)
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of the Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of the Common Stock.
Appears in 2 contracts
Samples: Amending Agreement (OccuLogix, Inc.), Loan Agreement (OccuLogix, Inc.)
Calculations. All calculations under this Section 9 8 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 2 contracts
Samples: Underwriting Agreement, Underwriting Agreement (Quicklogic Corporation)
Calculations. All calculations under this Section 9 SECTION 13 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock Shares outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common StockShares.
Appears in 2 contracts
Samples: Securities Agreement (North American Palladium LTD), Securities Agreement (North American Palladium LTD)
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicablethe case may be. The For purposes of this Section 9, the number of shares of Common Stock deemed to be issued and outstanding at as of a given date shall be the sum of the number of shares of Common Stock (excluding any given time shall not include treasury shares owned or held by or for the account of the Company, ) issued and the disposition of any such shares shall be considered an issue or sale of Common Stockoutstanding.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Canoo Inc.), Securities Purchase Agreement (Canoo Inc.)
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock Shares outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition sale or issuance of any such shares shall be considered an issue or sale of Common StockShares.
Appears in 2 contracts
Samples: Warrant Agreement (Zomedica Corp.), Warrant Agreement (Zomedica Corp.)
Calculations. All calculations under this Section 9 10 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the CompanyParent, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 2 contracts
Samples: Securities Agreement (Empire Petroleum Corp), Securities Agreement (Empire Petroleum Corp)
Calculations. All calculations under this Section 9 8 shall be made to the nearest cent or the nearest 1/100th 100th of a share, as applicablethe case may be. The For purposes of this Section 8, the number of shares of Common Stock deemed to be issued and outstanding at any as of a given time date shall not include shares owned or held by or for be the account sum of the Company, and the disposition number of any such shares shall be considered an issue or sale of Common StockStock (excluding any treasury shares of the Corporation) issued and outstanding.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Neuraxis, INC), Securities Purchase Agreement (Neuraxis, INC)
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company; provided that such shares, and the upon disposition of any such shares to a third party, shall then be considered an issue or sale of Common Stockoutstanding.
Appears in 2 contracts
Samples: Security Agreement (Blue Rhino Corp), Securities Agreement (Blue Rhino Corp)
Calculations. All calculations under this Section 9 2 shall be made by rounding to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, including treasury shares, and the disposition of any such shares shall be considered an issue issuance or sale of Common Stock.
Appears in 2 contracts
Samples: Warrant Agency Agreement (Polarityte, Inc.), Underwriting Agreement (Polarityte, Inc.)
Calculations. All calculations under this Section 9 13 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the CompanyCorporation, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 2 contracts
Samples: Securities Purchase Agreement (TFF Pharmaceuticals, Inc.), Securities Purchase Agreement (TFF Pharmaceuticals, Inc.)
Calculations. All calculations under this Section 9 SECTION 11 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Vaso Active Pharmaceuticals Inc), Securities Agreement (Gurunet Corp)
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the CompanyCorporation, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Stratus Media Group, Inc), Securities Purchase Agreement (Stratus Media Group, Inc)
Calculations. All calculations under this Section 9 7 shall be made to the nearest cent or the nearest 1/100th 1/1,000th of a share, as applicablethe case may be. The For purposes of this Section 7, the number of shares of Common Stock deemed to be issued and outstanding at any as of a given time date shall not include shares owned or held by or for be the account sum of the Company, and the disposition number of any such shares shall be considered an issue or sale of Common StockStock (excluding any treasury shares of the Corporation) issued and outstanding.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Adamis Pharmaceuticals Corp), Agreement and Plan of Merger and Reorganization (Adamis Pharmaceuticals Corp)
Calculations. All calculations under this Section 9 8(b) shall be made to the nearest cent or the nearest 1/100th of a share, as applicablethe case may be. The For purposes of this Section 8(b) the number of shares of Common Stock deemed to be issued and outstanding at any as of a given time date shall not include shares owned or held by or for be the account sum of the Company, and the disposition number of any such shares shall be considered an issue or sale of Common StockStock (excluding any treasury shares of Company) issued and outstanding.
Appears in 2 contracts
Samples: Subordination Agreement (SANUWAVE Health, Inc.), Subordination Agreement (SANUWAVE Health, Inc.)
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicablethe case may be. The For purposes of this Section 9, the number of shares of Common Stock deemed to be issued and outstanding at any as of a given time date shall not include shares owned or held by or for be the account sum of the Company, and the disposition number of any such shares shall be considered an issue or sale of Common StockStock (excluding treasury shares, if any) issued and outstanding.
Appears in 2 contracts
Samples: Pre Funded Warrant Agreement (Alimera Sciences Inc), Warrant Agreement (Boston Therapeutics, Inc.)
Calculations. All calculations under this ------------ Section 9 shall be made to the nearest cent or the nearest 1/100th of a --------- share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 2 contracts
Samples: Securities Agreement (Zoltek Companies Inc), Securities Agreement (Zoltek Companies Inc)
Calculations. All calculations under this Section SECTION 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock Shares outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition sale or issuance of any such shares shall be considered an issue or sale of Common StockShares.
Appears in 2 contracts
Samples: Securities Agreement (North American Palladium LTD), Securities Agreement (North American Palladium LTD)
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicablethe case may be. The For purposes of this Section 9, the number of shares of Common Stock deemed to be issued and outstanding at as of a given date shall be the sum of the number of shares of Common Stock (excluding any given time shall not include treasury shares owned or held by or for the account of the Company, ) issued and the disposition of any such shares shall be considered an issue or sale of Common Stockoutstanding. Section 10.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Canoo Inc.), Securities Purchase Agreement (Canoo Inc.)
Calculations. All calculations under this Section 9 10 shall be made to the nearest cent or the nearest 1/100th of a whole share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale outstanding shares of Common Stock.
Appears in 2 contracts
Samples: Underwriting Agreement (Cerecor Inc.), Underwriting Agreement (Cerecor Inc.)
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable, and may include such reasonable assumptions as may be made by the Company. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue issuance or sale of Common Stock.
Appears in 2 contracts
Samples: Warrant Agreement (Sulphco Inc), Warrant Agreement (Sulphco Inc)
Calculations. All calculations under this Section 9 8 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition sale or issuance of any such shares shall be considered an issue or sale of Common Stock.
Appears in 2 contracts
Samples: Underwriting Agreement (Ziopharm Oncology Inc), Securities Agreement (International Fight League, Inc.)
Calculations. All calculations under this Section 9 shall be made ------------ --------- to the nearest cent or the nearest 1/100th 1/100/th/ of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 1 contract
Calculations. All calculations under this Section 9 11 ------------ shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 1 contract
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, Company and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 1 contract
Samples: Securities Agreement (Corvis Corp)
Calculations. All calculations under this ------------ Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, --------- as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 1 contract
Calculations. All calculations under this Section 9 11 ------------ shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the CompanyBorrower, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 1 contract
Calculations. All calculations under this Section 9 shall ------------ --------- be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 1 contract
Calculations. All calculations under this Section 9 7 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 1 contract
Samples: Securities Agreement (Aemetis, Inc)
Calculations. All calculations under this Section 9 10 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 1 contract
Calculations. All calculations under this Section 9 7 shall be made by rounding to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock and/or Preferred Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock and/or Preferred Stock.
Appears in 1 contract
Samples: Equity Purchase Agreement (Mabvax Therapeutics Holdings, Inc.)
Calculations. All calculations under this Section 9 0 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 1 contract
Samples: Warrant Agreement (Emagin Corp)
Calculations. All calculations under this Section 9 11 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock issued and outstanding at any given time for purposes of this Section 11 shall not include any shares owned or held by or for the account of the CompanyCompany or any Subsidiary, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 1 contract
Samples: Warrant Agreement (Livedeal Inc)
Calculations. All AH calculations under this Section 9 10 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 1 contract
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th 1/1OO111 of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 1 contract
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock Shares outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common StockShares.
Appears in 1 contract
Calculations. All calculations under this Section 9 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable, except for calculations of Exercise Price per share, which shall be made without any rounding. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 1 contract
Calculations. All calculations under this Section 9 shall 8 will be made to the nearest cent or the nearest 1/100th of a share, as applicablethe case may be. The For purposes of this Section 8, the number of shares of Common Stock deemed to be issued and outstanding at as of a given date will be the sum of the number of shares of Common Stock (excluding any given time shall not include treasury shares owned or held by or for the account of the Company, ) issued and the disposition of any such shares shall be considered an issue or sale of Common Stockoutstanding.
Appears in 1 contract
Samples: Securities Purchase Agreement (Air Industries Group)
Calculations. All calculations under this Section 9 11 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the CompanyIssuer, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 1 contract
Samples: Loan Extension and Modification Agreement (ONE Bio, Corp.)
Calculations. All calculations under this Section 9 8 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.. (e)
Appears in 1 contract
Calculations. All calculations under this Section 9 shall be ------------ --------- made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 1 contract
Calculations. All calculations under this Section 9 2.6 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include treasury shares or shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an as issue or sale of Common Stock.
Appears in 1 contract
Samples: Warrant Agreement (Allied Gaming & Entertainment Inc.)
Calculations. All calculations under ------------ this Section 9 11 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 1 contract
Calculations. All calculations under this Section 9 8 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company; provided that such shares, and the upon disposition of any such shares to a third party, shall then be considered outstanding. Any interpretation or determination required by this Warrant shall be considered an issue or sale made by the Company’s Board of Common StockDirectors in good faith.
Appears in 1 contract
Samples: Purchase Agreement (Digimarc Corp)
Calculations. All calculations under this Section 9 7 shall be made to the nearest cent or the nearest 1/100th of a share, as applicable. The number of shares of Common Stock outstanding at any given time shall not include shares owned or held by or for the account of the Company, and the disposition of any such shares shall be considered an issue or sale of Common Stock.
Appears in 1 contract
Samples: Securities Purchase Agreement (FOTV Media Networks Inc.)
