Common use of Deemed Issuance of Additional Shares of Common Stock Clause in Contracts

Deemed Issuance of Additional Shares of Common Stock. (i) If Company at any time after the Issue Date and until the earliest of (i) following the completion of a Qualified IPO, two (2) years after the Issue Date, or (ii) the completion of a Qualified Financing, shall issue any Options or Convertible Securities (excluding Options or Convertible Securities which are themselves Exempted Securities) or shall fix a record date for the determination of holders of any class of securities entitled to receive any such Options or Convertible Securities, then the maximum number of shares of Common Stock (as set forth in the instrument relating thereto, assuming the satisfaction of any conditions to exercisability, convertibility or exchangeability but without regard to any provision contained therein for a subsequent adjustment of such number) issuable upon the exercise of such Options or, in the case of Convertible Securities and Options therefor, the conversion or exchange of such Convertible Securities, shall be deemed to be Additional Shares of Common Stock issued as of the time of such issue or, in case such a record date shall have been fixed, as of the close of business on such record date.

Appears in 4 contracts

Samples: Warrant Agreement, Warrant Agreement (Lovesac Co), Warrant Agreement (Lovesac Co)

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Deemed Issuance of Additional Shares of Common Stock. (i) If Company In the event the Company, at any time after the Issue Date and until the earliest of (i) following the completion of a Qualified IPO, two (2) years after the Issue Date, or (ii) the completion of a Qualified Financingfrom time to time while this Warrant is outstanding, shall issue any Options or Convertible Securities (excluding Options or Convertible Securities which are themselves Exempted Securities) or shall fix a record date for the determination of holders of any class of securities then entitled to receive any such Options or Convertible Securities, then the maximum number of shares of Common Stock (as set forth in the instrument relating thereto, assuming the satisfaction of any conditions to exercisability, convertibility or exchangeability but thereto without regard to any provision provisions contained therein for a subsequent adjustment designed to protect against dilution) of such number) Common Stock issuable upon the exercise of such Options or, in the case of Convertible Securities and Options therefor, the conversion or exchange of such Convertible Securities, shall be deemed to be Additional Shares of Common Stock issued as of the time of such issue issuance of such Convertible Securities or Options or, in case such a record date shall have been fixed, as of the close of business on such record date.; provided, further, that in any such case in which Additional Shares of Common Stock are deemed to be issued:

Appears in 2 contracts

Samples: ERP2 Holdings, LLC, Enterprise Informatics Inc

Deemed Issuance of Additional Shares of Common Stock. (ia) If the Company at any time or from time to time after the Issue Initial Issuance Date and until the earliest of (i) following the completion of a Qualified IPO, two (2) years after the Issue Date, or (ii) the completion of a Qualified Financing, shall issue any Options or Convertible Securities (excluding Options or Convertible Securities which are themselves Exempted Securities) or shall fix a record date for the determination of holders of any class of securities entitled to receive any such Options or Convertible Securities, then the maximum number of shares of Common Stock (as set forth in the instrument relating thereto, assuming the satisfaction of any conditions to exercisability, convertibility or exchangeability but without regard to any provision contained therein for a subsequent adjustment of such number) issuable upon the exercise of such Options or, in the case of Convertible Securities and Options therefor, the conversion or exchange of such Convertible Securities, shall be deemed to be Additional Shares of Common Stock issued as of the time of such issue or, in case such a record date shall have been fixed, as of the close of business on such record date.

Appears in 1 contract

Samples: Securities Purchase Agreement (Champions Biotechnology, Inc.)

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Deemed Issuance of Additional Shares of Common Stock. (i) If Company In the event the Company, at any time after the Issue Date and until the earliest of (i) following the completion of a Qualified IPO, two (2) years after the Issue Date, or (ii) the completion of a Qualified Financingfrom time to time while this Warrant is outstanding, shall issue any Options or Convertible Securities (excluding Options or Convertible Securities which are themselves Exempted Securities) or shall fix a record date for the determination of holders of any class of securities then entitled to receive any such Options or Convertible Securities, then the maximum number of shares of Common Stock (as set forth in the instrument relating thereto, assuming the satisfaction of any conditions to exercisability, convertibility or exchangeability but thereto without regard to any provision provisions contained therein for a subsequent adjustment designed to protect against dilution) of such number) Common Stock issuable upon the exercise of such Options or, in the case of Convertible Securities and Options thereforOption therefore, the conversion or exchange of such Convertible Securities, shall be deemed to be Additional Shares of Common common Stock issued as of the time of such issue issuance of such issuance of such Convertible Securities or Options or, in case such a record date shall have been fixed, as of the close of business on such record date.; provided, further, that in any such case in which Additional Shares of Common Stock are deemed to be issued:

Appears in 1 contract

Samples: Global Power Equipment Group Inc/

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