Change in Option Price or Rate of Conversion. On or after the Issuance Date, if the purchase price provided for in any Options, the additional consideration, if any, payable upon the issue, conversion, exercise or exchange of any Convertible Securities or Common Stock Equivalents, or the rate at which any Convertible Securities or Common Stock Equivalents are convertible into or exercisable or exchangeable for shares of Common Stock increases or decreases at any time, then the Exercise Price in effect at the time of such increase or decrease shall be adjusted to the Exercise Price which would have been in effect at such time had such Options, Common Stock Equivalents or Convertible Securities provided for such increased or decreased purchase price, additional consideration or increased or decreased conversion rate, as the case may be, at the time initially granted, issued or sold; provided that for the avoidance of doubt, no Additional Warrant Shares will be issued in connection with any such increase or decrease pursuant to the currently existing terms of any currently outstanding Company warrants. Except as contemplated by Section 2(h), no adjustment pursuant to this Section 2 shall be made if such adjustment would result in an increase of the Exercise Price then in effect or a decrease in the number of Additional Warrant Shares or Warrant Shares issuable under this Warrant. Additionally, for the avoidance of doubt, neither a Reclassification (as defined below) nor a stock dividend to all holders of Common Stock shall be treated as issuances with zero consideration under this Section, and no adjustment pursuant to Section 2(a) will result in a further adjustment to this Warrant under this Section so long as any Consideration Adjustment of any Options constitutes “consideration” for the purposes of the adjustment provided in Section 2(a).
Appears in 4 contracts
Samples: Warrant Agreement (Quantum Corp /De/), Warrant Agreement (Quantum Corp /De/), Warrant Agreement (Quantum Corp /De/)
Change in Option Price or Rate of Conversion. On or after the Issuance Date, if If the purchase or exercise price provided for in any Options, the additional consideration, if any, payable upon the issue, conversion, exchange or exercise or exchange of any Convertible Securities or Common Stock EquivalentsSecurities, or the rate at which any Convertible Securities or Common Stock Equivalents are convertible into or exchangeable or exercisable or exchangeable for shares of Common Stock increases or decreases changes at any time, then the Exercise Conversion Price in effect at the time of such increase or decrease change shall be adjusted to the Exercise Conversion Price which would have been in effect at such time had such Options, Common Stock Equivalents Options or Convertible Securities provided for such increased or decreased changed purchase price, additional consideration or increased or decreased changed conversion rate, as the case may be, at the time initially granted, issued or sold; provided that for . For purposes of this Section 2(d)(i)(C), if the avoidance of doubt, no Additional Warrant Shares will be issued in connection with any such increase or decrease pursuant to the currently existing terms of any currently Option or Convertible Security that was outstanding as of the Subscription Date are changed in the manner described in the immediately preceding sentence, then such Option or Convertible Security and the Common Stock deemed issuable upon exercise, conversion or exchange thereof shall be deemed to have been issued as of the date of such change. For clarity, adjustments to the purchase price or exercise price of Options already provided for in the terms of such outstanding Options or adjustments to the rate at which Convertible Securities are convertible into or exchangeable or exercisable for Common Stock already provided for in the terms of such outstanding Convertible Securities (or assumed by the Company warrantsin the Reverse Merger) shall not result in the deemed issuance of Common Stock as of the date of such adjustment, if any. Except as contemplated by Section 2(h), no No adjustment pursuant to this Section 2 shall be made if such adjustment would result in an increase of the Exercise Conversion Price then in effect or a decrease in the number of Additional Warrant Shares or Warrant Shares issuable under this Warrant. Additionally, for the avoidance of doubt, neither a Reclassification (as defined below) nor a stock dividend to all holders of Common Stock shall be treated as issuances with zero consideration under this Section, and no adjustment pursuant to Section 2(a) will result in a further adjustment to this Warrant under this Section so long as any Consideration Adjustment of any Options constitutes “consideration” for the purposes of the adjustment provided in Section 2(a)effect.
Appears in 4 contracts
Samples: Exchange Agreement (Eon Communications Corp), Agreement of Merger and Plan of Reorganization (Eon Communications Corp), Securities Purchase Agreement (Eon Communications Corp)
Change in Option Price or Rate of Conversion. On or after the Issuance Date, if If the purchase or exercise price provided for in any OptionsOptions referred to in Section 2(d)(i), the additional consideration, if any, payable upon the issue, conversion, exercise or exchange of any Convertible Securities referred to in Section 2(d)(i) or Common Stock Equivalents2(d)(ii), or the rate at which any Convertible Securities referred to in Section 2(d)(i) or Common Stock Equivalents 2(d)(ii) are convertible into or exercisable or exchangeable for shares of Common Stock increases or decreases at any time, then the Exercise Price in effect at the time of such increase or decrease shall be adjusted to the Exercise Price which would have been in effect at such time had such Options, Common Stock Equivalents Options or Convertible Securities provided for such increased or decreased purchase price, additional consideration or increased or decreased conversion rate, as the case may be, at the time initially granted, issued or sold; provided . For purposes of this Section 2(d)(iii), if the terms of any Option or Convertible Security that for was outstanding as of the avoidance date of doubtissuance of this Warrant are increased or decreased in the manner described in the immediately preceding sentence, no Additional Warrant Shares will then such Option or Convertible Security and the shares of Common Stock deemed issuable upon exercise, conversion or exchange thereof shall be deemed to have been issued in connection with any as of the date of such increase or decrease pursuant to decrease. On the currently existing terms expiration of any currently outstanding Company warrants. Except as contemplated by Options referred to in Section 2(h2(d)(i) or any Convertible Securities referred to in Section 2(d)(ii), no adjustment pursuant or the termination of any such right to this Section 2 shall be made if exercise, convert or exchange such adjustment would result in an increase of Options or Convertible Securities, the Exercise Applicable Price then in effect hereunder shall forthwith be increased to the Applicable Price which would have been in effect at the time of such expiration or a decrease in termination had such Options or Convertible Securities, to the number of Additional Warrant Shares extent outstanding immediately prior to such expiration or Warrant Shares issuable under this Warrant. Additionallytermination, for the avoidance of doubt, neither a Reclassification (as defined below) nor a stock dividend to all holders of Common Stock shall be treated as issuances with zero consideration under this Section, and no adjustment pursuant to Section 2(a) will result in a further adjustment to this Warrant under this Section so long as any Consideration Adjustment of any Options constitutes “consideration” for the purposes of the adjustment provided in Section 2(a)never been issued.
Appears in 3 contracts
Samples: Warrant to Purchase Common Stock (American Superconductor Corp /De/), Warrant Agreement (American Superconductor Corp /De/), Underwriting Agreement (American Superconductor Corp /De/)
Change in Option Price or Rate of Conversion. On or after the Issuance Date, if If the purchase price provided for in any OptionsOptions or Convertible Securities, the additional consideration, if any, payable upon the issue, conversion, exchange or exercise or exchange of any Options or Convertible Securities or Common Stock EquivalentsSecurities, or the rate at which any Options or Convertible Securities or Common Stock Equivalents are convertible into or exchangeable or exercisable or exchangeable for shares of Common Stock increases or decreases Share changes at any timetime (other than Excluded Securities and other than any reset of the conversion price on the Company’s Existing Bonds), then the Exercise Conversion Price in effect at the time of such increase or decrease change shall be adjusted to the Exercise Conversion Price which would have been in effect at such time had such Options, Common Stock Equivalents Options or Convertible Securities provided for such increased or decreased changed purchase price, additional consideration or increased or decreased changed conversion rate, as the case may be, at the time initially granted, issued or sold; provided that for . For purposes of this Section 7(a)(iii), if the avoidance of doubt, no Additional Warrant Shares will be issued in connection with any such increase or decrease pursuant to the currently existing terms of any currently Option or Convertible Security that was outstanding Company warrants. Except as contemplated by Section 2(h)of the Issuance Date are changed in the manner described in the immediately preceding sentence, then such Option or Convertible Security and the Common Shares deemed issuable upon exercise, conversion or exchange thereof shall be deemed to have been issued as of the date of such change, provided that no adjustment pursuant to this Section 2 shall be made if such adjustment would result in an increase of the Exercise Conversion Price then in effect or a decrease in the number of Additional Warrant Shares or Warrant Shares issuable under this Warrant. Additionally, for the avoidance of doubt, neither a Reclassification (as defined below) nor a stock dividend to all holders of Common Stock shall be treated as issuances with zero consideration under this Section, and no adjustment pursuant to Section 2(a) will result in a further adjustment to this Warrant under this Section so long as any Consideration Adjustment of any Options constitutes “consideration” for the purposes of the adjustment provided in Section 2(a)effect.
Appears in 2 contracts
Samples: Convertible Bond Exchange Agreement (ThaiLin Semiconductor Corp.), Convertible Bond Purchase Agreement (ThaiLin Semiconductor Corp.)
Change in Option Price or Rate of Conversion. On or after the Issuance Date, if If the purchase price provided for in any OptionsOptions (other than Excluded Securities), the additional consideration, if any, payable upon the issue, conversion, exercise conversion or exchange of any Convertible Securities or Common Stock Equivalentsconvertible (other than Excluded Securities), or the rate at which any Convertible Securities or Common Stock Equivalents convertible securities (other than Excluded Securities) are convertible into or exercisable or exchangeable for shares of Common Stock increases or decreases changes at any time, then the Warrant Exercise Price in effect at the time of such increase or decrease change shall be adjusted to the Warrant Exercise Price which would have been in effect at such time had such Options, Common Stock Equivalents Options or Convertible Securities convertible securities provided for such increased or decreased changed purchase price, additional consideration or increased or decreased changed conversion rate, as the case may be, at the time initially granted, issued or sold; provided that for sold and the avoidance number of doubt, no Additional Warrant Shares will issuable upon exercise of this Warrant shall be issued in connection with any such increase or decrease pursuant to correspondingly readjusted. For purposes of this Section 8(b)(iii), if the currently existing terms of any currently Option or convertible security that was outstanding Company warrantsas of the Issuance Date are changed in the manner described in the immediately preceding sentence, then such Option or convertible security and the Common Stock deemed issuable upon exercise, conversion or exchange thereof shall be deemed to have been issued as of the date of such change. Except as contemplated by Section 2(h), no No adjustment pursuant to this Section 2 8(b)(iii) shall be made if such adjustment would result in an increase of the Warrant Exercise Price then in effect or a decrease in the number of Additional Warrant Shares or Warrant Shares issuable under this Warrant. Additionally, for the avoidance of doubt, neither a Reclassification (as defined below) nor a stock dividend to all holders of Common Stock shall be treated as issuances with zero consideration under this Section, and no adjustment pursuant to Section 2(a) will result in a further adjustment to this Warrant under this Section so long as any Consideration Adjustment of any Options constitutes “consideration” for the purposes of the adjustment provided in Section 2(a)effect.
Appears in 2 contracts
Samples: Warrant Agreement (Buckeye Ventures, Inc.), Warrant Agreement (Buckeye Ventures, Inc.)
Change in Option Price or Rate of Conversion. On or after the Issuance Date, if If the purchase price provided for in any Options, the additional consideration, if any, payable upon the issue, conversion, exchange or exercise or exchange of any Convertible Securities or Common Stock EquivalentsSecurities, or the rate at which any Convertible Securities or Common Stock Equivalents are convertible into or exchangeable or exercisable or exchangeable for shares of Common Stock increases or decreases changes at any time, then the Exercise Conversion Price in effect at the time of such increase or decrease change shall be adjusted to the Exercise Conversion Price which would have been in effect at such time had such Options, Common Stock Equivalents Options or Convertible Securities provided for such increased or decreased changed purchase price, additional consideration or increased or decreased changed conversion rate, as the case may be, at the time initially granted, issued or sold; provided that for . For purposes of this Section 7(a)(iii), if the avoidance of doubt, no Additional Warrant Shares will be issued in connection with any such increase or decrease pursuant to the currently existing terms of any currently Option or Convertible Security that was outstanding Company warrantsas of the Amendment Date are changed in the manner described in the immediately preceding sentence, then such Option or Convertible Security and the Common Stock deemed issuable upon exercise, conversion or exchange thereof shall be deemed to have been issued as of the date of such change. Except as contemplated by Section 2(h), no No adjustment shall be made (x) pursuant to this Section 2 shall (7)(a)(iii) if an adjustment of the Conversion Price has been or is to be made pursuant to other provisions of this Section 7(a) in connection therewith or (y) if such adjustment would result in an increase of the Exercise Conversion Price then in effect or a decrease in the number of Additional Warrant Shares or Warrant Shares issuable under this Warrant. Additionally, for the avoidance of doubt, neither a Reclassification (as defined below) nor a stock dividend to all holders of Common Stock shall be treated as issuances with zero consideration under this Section, and no adjustment pursuant to Section 2(a) will result in a further adjustment to this Warrant under this Section so long as any Consideration Adjustment of any Options constitutes “consideration” for the purposes of the adjustment provided in Section 2(a)effect.
Appears in 1 contract
Change in Option Price or Rate of Conversion. On or after the Issuance Date, if If the purchase price provided for in any Options, the additional consideration, if any, payable upon the issue, conversion, exercise conversion or exchange of any Convertible Securities or Common Stock EquivalentsSecurities, or the rate at which any Convertible Securities or Common Stock Equivalents are convertible into or exercisable or exchangeable for shares of Common Stock increases or decreases changes at any time, then the Warrant Exercise Price in effect at the time of such increase or decrease change shall be adjusted to the Warrant Exercise Price which would have been in effect at such time had such Options, Common Stock Equivalents Options or Convertible Securities provided for such increased or decreased changed purchase price, additional consideration or increased or decreased changed conversion rate, as the case may be, at the time initially granted, issued or sold; provided that for sold and the avoidance number of doubtshares of Common Stock acquirable hereunder shall be correspondingly readjusted. For purposes of this Section 8(a)(iii), no Additional Warrant Shares will be issued in connection with any such increase or decrease pursuant to if the currently existing terms of any currently Option or Convertible Security that was outstanding Company warrantsas of the date of issuance of this Warrant are changed in the manner described in the immediately preceding sentence, then such Option or Convertible Security and the Common Stock deemed issuable upon exercise, conversion or exchange thereof shall be deemed to have been issued as of the date of such change. Except as contemplated by Section 2(h), no No adjustment pursuant to this Section 2 shall be made if such adjustment would result in an increase of the Warrant Exercise Price then in effect or a decrease in the number of Additional Warrant Shares or Warrant Shares issuable under this Warrant. Additionally, for the avoidance of doubt, neither a Reclassification (as defined below) nor a stock dividend to all holders of Common Stock shall be treated as issuances with zero consideration under this Section, and no adjustment pursuant to Section 2(a) will result in a further adjustment to this Warrant under this Section so long as any Consideration Adjustment of any Options constitutes “consideration” for the purposes of the adjustment provided in Section 2(a)effect.
Appears in 1 contract
Change in Option Price or Rate of Conversion. On or after the Issuance Date, if If the purchase price provided for in any OptionsOptions issued after the Subscription Date, the additional consideration, if any, payable upon the issue, conversion, exercise or exchange of any Convertible Securities or Common Stock Equivalentsissued after the Subscription Date, or the rate at which any Convertible Securities or Common Stock Equivalents issued after the Subscription Date are convertible into or exercisable or exchangeable for shares of Common Stock increases or decreases at any time, then the Exercise Price and the number of Warrant Shares in effect at the time of such increase or decrease shall be adjusted to the Exercise Price and the number of Warrant Shares which would have been in effect at such time had such Options, Common Stock Equivalents Options or Convertible Securities provided for such increased or decreased purchase price, additional consideration or increased or decreased conversion rate, as the case may be, at the time initially granted, issued or sold; provided . Additionally, if the terms of any Option or Convertible Security that for was outstanding as of the avoidance date of doubtthe Subscription Date is increased or decreased in the manner described in the immediately preceding sentence, no Additional Warrant Shares will then such Option or Convertible Security and the shares of Common Stock deemed issuable upon exercise, conversion or exchange thereof shall be deemed to have been issued in connection with any as of the date of such increase or decrease decrease, but in such event the amount of the adjustment to the Exercise Price pursuant to this Section 2 will not be proportionately greater than the currently existing terms proportionate amount of any currently outstanding Company warrantsthe increase or decrease. Except as contemplated by Section 2(h), no No adjustment pursuant to this Section 2 2(a) shall be made if such adjustment would result in an increase of the Exercise Price then in effect or a decrease in the number of Additional Warrant Shares or Warrant Shares issuable under this Warrant. Additionally, for the avoidance of doubt, neither a Reclassification (as defined below) nor a stock dividend to all holders of Common Stock shall be treated as issuances with zero consideration under this Section, and no adjustment pursuant to Section 2(a) will result in a further adjustment to this Warrant under this Section so long as any Consideration Adjustment of any Options constitutes “consideration” for the purposes of the adjustment provided in Section 2(a)Shares.
Appears in 1 contract
Samples: Securities Purchase Agreement (Biovest International Inc)
Change in Option Price or Rate of Conversion. On or after the Issuance Date, if If the purchase or exercise price provided for in any Options, the additional consideration, if any, payable upon the issue, conversion, exchange or exercise or exchange of any Convertible Securities or Common Stock EquivalentsSecurities, or the rate at which any Convertible Securities or Common Stock Equivalents are convertible into or exchangeable or exercisable or exchangeable for shares of Common Stock increases or decreases changes at any timetime (other than Excluded Issuances, then in each case), the Exercise Warrant Price in effect at the time of such increase or decrease change shall be adjusted to the Exercise Warrant Price which would have been in effect at such time had such Options, Common Stock Equivalents Options or Convertible Securities provided for such increased or decreased changed purchase price, additional consideration or increased or decreased changed conversion rate, as the case may be, at the time initially granted, issued or sold; provided that for sold and the avoidance number of doubtshares of Common Stock acquirable hereunder shall be correspondingly readjusted. For purposes of this Section 9(b)(iii), no Additional Warrant Shares will be issued in connection with any such increase or decrease pursuant to if the currently existing terms of any currently Option or Convertible Security that was outstanding Company warrantsas of the date of issuance of this Warrant are changed in the manner described in the immediately preceding sentence, then such Option or Convertible Security and the Common Stock deemed issuable upon conversion, exchange or exercise thereof shall be deemed to have been issued as of the date of such change. Except as contemplated by Section 2(h)On the expiration of any Option or Convertible Security not exercised, no the applicable Warrant Price then in effect shall forthwith be increased to the Warrant Price that would have been in effect at the time of such expiration had such Stock Purchase Rights or Convertible Securities never been issued. No adjustment pursuant to this Section 2 shall be made if such adjustment would result increase the applicable Warrant Price by an amount in an increase of the Exercise Price then in effect or a decrease in the number of Additional Warrant Shares or Warrant Shares issuable under this Warrant. Additionally, for the avoidance of doubt, neither a Reclassification (as defined below) nor a stock dividend to all holders of Common Stock shall be treated as issuances with zero consideration under this Section, and no adjustment pursuant to Section 2(a) will result in a further adjustment to this Warrant under this Section so long as any Consideration Adjustment of any Options constitutes “consideration” for the purposes excess of the adjustment provided originally made to the Warrant Price in Section 2(a)respect of the issue, sale or grant of the applicable Option or Convertible Security.
Appears in 1 contract
Samples: Purchase Warrant (Vcampus Corp)
Change in Option Price or Rate of Conversion. On or after the Issuance Date, if If the purchase price provided for in any Options, the additional consideration, if any, payable upon the issue, conversion, exchange or exercise or exchange of any Convertible Securities or Common Stock EquivalentsSecurities, or the rate at which any Convertible Securities or Common Stock Equivalents are convertible into or exchangeable or exercisable or exchangeable for shares of Common Stock increases or decreases changes at any time, then the Exercise Conversion Price in effect at the time of such increase or decrease change shall be adjusted to the Exercise Conversion Price which would have been in effect at such time had such Options, Common Stock Equivalents Options or Convertible Securities provided for such increased or decreased changed purchase price, additional consideration or increased or decreased changed conversion rate, as the case may be, at the time initially granted, issued or sold; provided that for . For purposes of this Section 7(a)(iii), if the avoidance of doubt, no Additional Warrant Shares will be issued in connection with any such increase or decrease pursuant to the currently existing terms of any currently Option or Convertible Security that was outstanding Company warrantsas of the Subscription Date are changed in the manner described in the immediately preceding sentence, then such Option or Convertible Security and the Common Stock deemed issuable upon exercise, conversion or exchange thereof shall be deemed to have been issued as of the date of such change. Except as contemplated by Section 2(h), no No adjustment shall be made (x) pursuant to this Section 2 shall (7)(a)(iii) if an adjustment of the Conversion Price has been or is to be made pursuant to other provisions of this Section 7(a) in connection therewith or (y) if such adjustment would result in an increase of the Exercise Conversion Price then in effect or a decrease in the number of Additional Warrant Shares or Warrant Shares issuable under this Warrant. Additionally, for the avoidance of doubt, neither a Reclassification (as defined below) nor a stock dividend to all holders of Common Stock shall be treated as issuances with zero consideration under this Section, and no adjustment pursuant to Section 2(a) will result in a further adjustment to this Warrant under this Section so long as any Consideration Adjustment of any Options constitutes “consideration” for the purposes of the adjustment provided in Section 2(a)effect.
Appears in 1 contract
Change in Option Price or Rate of Conversion. On or after the Issuance Date, if If the purchase price provided for in any Options, the additional consideration, if any, payable upon the issue, conversion, exercise conversion or exchange of any Convertible Securities or Common Stock EquivalentsSecurities, or the rate at which any Convertible Securities or Common Stock Equivalents are convertible into or exercisable or exchangeable for shares of Common Stock increases or decreases changes at any time, then the Warrant Exercise Price in effect at the time of such increase or decrease change shall be adjusted to the Warrant Exercise Price which would have been in effect at such time had such Options, Common Stock Equivalents Options or Convertible Securities provided for such increased or decreased changed purchase price, additional consideration or increased or decreased changed conversion rate, as the case may be, at the time initially granted, issued or sold; provided that for sold and the avoidance number of doubt, no Additional Warrant Shares will issuable upon exercise of this Warrant shall be issued in connection with any such increase or decrease pursuant to correspondingly readjusted. For purposes of this Section 8(b)(iii), if the currently existing terms of any currently Option or Convertible Security that was outstanding Company warrantsas of the Issuance Date of this Warrant are changed in the manner described in the immediately preceding sentence, then such Option or Convertible Security and the Common Stock deemed issuable upon exercise, conversion or exchange thereof shall be deemed to have been issued as of the date of such change. Except as contemplated by Section 2(h), no No adjustment pursuant to this Section 2 8(b) shall be made if such adjustment would result in an increase of the Warrant Exercise Price then in effect or a decrease in the number of Additional Warrant Shares or Warrant Shares issuable under this Warrant. Additionally, for the avoidance of doubt, neither a Reclassification (as defined below) nor a stock dividend to all holders of Common Stock shall be treated as issuances with zero consideration under this Section, and no adjustment pursuant to Section 2(a) will result in a further adjustment to this Warrant under this Section so long as any Consideration Adjustment of any Options constitutes “consideration” for the purposes of the adjustment provided in Section 2(a)effect.
Appears in 1 contract
Change in Option Price or Rate of Conversion. On Except for shares or after options issued or which may be issued pursuant to the Issuance DateIncentive Plan up to the Incentive Plan Limit, if the purchase or exercise price provided for in any OptionsConvertible Securities, the additional consideration, if any, payable upon the issue, conversion, exchange or exercise or exchange of any Convertible Securities or Common Stock EquivalentsSecurities, or the rate at which any Convertible Securities or Common Stock Equivalents are convertible into or exchangeable or exercisable or exchangeable for shares of Common Stock increases or decreases changes at any time, then the Exercise Conversion Price in effect at the time of such increase or decrease change shall be adjusted to the Exercise Conversion Price which that would have been in effect at such time had such Options, Common Stock Equivalents or Convertible Securities provided for such increased or decreased changed purchase price, additional consideration or increased or decreased changed conversion rate, as the case may be, at the time initially granted, issued or sold; provided that for . For purposes of this Section 3(c)(iii)(B), if the avoidance of doubt, no Additional Warrant Shares will be issued in connection with any such increase or decrease pursuant to the currently existing terms of any currently option or Convertible Security that was outstanding Company warrantsas of the date of issuance of the Notes are changed in the manner described in the immediately preceding sentence, then such option or Convertible Security and the Common Stock deemed issuable upon exercise, conversion or exchange thereof shall be deemed to have been issued as of the date of such change. Except as contemplated by Section 2(h), no No adjustment pursuant to this Section 2 shall be made if such adjustment would result in an increase of the Exercise Conversion Price then in effect or a decrease in the number of Additional Warrant Shares or Warrant Shares issuable under this Warrant. Additionally, for the avoidance of doubt, neither a Reclassification (as defined below) nor a stock dividend to all holders of Common Stock shall be treated as issuances with zero consideration under this Section, and no adjustment pursuant to Section 2(a) will result in a further adjustment to this Warrant under this Section so long as any Consideration Adjustment of any Options constitutes “consideration” for the purposes of the adjustment provided in Section 2(a)effect.
Appears in 1 contract
Samples: Convertible Note Agreement (Isco International Inc)
Change in Option Price or Rate of Conversion. On or after the Issuance Date, if If the purchase price provided for in any Options, the additional consideration, if any, payable upon the issue, conversion, exchange or exercise or exchange of any Convertible Securities or Common Stock EquivalentsSecurities, or the rate at which any Convertible Securities or Common Stock Equivalents are convertible into or exchangeable or exercisable or exchangeable for shares of Common Stock increases or decreases changes at any time, then the Exercise Conversion Price in effect at the time of such increase or decrease change shall be adjusted to the Exercise Conversion Price which would have been in effect at such time had such Options, Common Stock Equivalents Options or Convertible Securities provided for such increased or decreased changed purchase price, additional consideration or increased or decreased changed conversion rate, as the case may be, at the time initially granted, issued or sold; provided that for . For purposes of this Section 7(a)(iii), if the avoidance of doubt, no Additional Warrant Shares will be issued in connection with any such increase or decrease pursuant to the currently existing terms of any currently Option or Convertible Security that was outstanding Company warrantsas of the Issuance Date are changed in the manner described in the immediately preceding sentence, then such Option or Convertible Security and the Common Stock deemed issuable upon exercise, conversion or exchange thereof shall be deemed to have been issued as of the date of such change. Except as contemplated by Section 2(h), no No adjustment pursuant to this Section 2 shall be made if such adjustment would result in an increase of the Exercise Conversion Price then in effect or to a decrease Conversion Price greater than the Conversion Price in effect on the number of Additional Warrant Shares or Warrant Shares issuable under this Warrant. AdditionallyIssuance Date (subject to appropriate adjustments for stock splits, for stock dividends, stock combinations and other similar transactions after the avoidance of doubt, neither a Reclassification (as defined below) nor a stock dividend to all holders of Common Stock shall be treated as issuances with zero consideration under this Section, and no adjustment pursuant to Section 2(a) will result in a further adjustment to this Warrant under this Section so long as any Consideration Adjustment of any Options constitutes “consideration” for the purposes of the adjustment provided in Section 2(aIssuance Date).
Appears in 1 contract
Samples: Securities Purchase Agreement (Telecommunication Systems Inc /Fa/)