Common use of During the Adjustment Period Clause in Contracts

During the Adjustment Period. 1. The Maximum Put Amount shall be $1,000,000; 2. the Purchase Price shall be eighty-three percent (83%) of the Market Price upon a Put Date; 3. the duration of the Trading Cushion shall be shortened to ten (10) Trading Days until the expiration of five consecutive weeks (the "Adjustment Period"); 4. the Company shall not deliver a Put Notice such that the number of Put Shares to be purchased by the Investor upon the applicable Closing, when aggregated with all other shares of Common Stock then owned by the Investor beneficially or deemed beneficially owned by the Investor, would result in the Investor owning more than 4.9% of all of such Common Stock as would be outstanding on such Closing Date, as determined in accordance with Section 13(d) of the Exchange Act and the regulations promulgated thereunder. For purposes of this Section 2.4(b), in the event that the amount of Common Stock outstanding as determined in accordance with Section 13(d) of the Exchange Act and the regulations promulgated thereunder is greater on a Closing Date than on the date upon which the Put Notice associated with such Closing Date is given, the amount of Common Stock outstanding on such Closing Date shall govern for purposes of determining whether the Investor, when aggregating all purchases of Common Stock made pursuant to this Agreement, would own more than 4.9% of the Common Stock following such Closing Date.

Appears in 3 contracts

Samples: Escrow Agreement (Sonic Solutions/Ca/), Private Equity Line Agreement (Sonic Solutions/Ca/), Private Equity Line Agreement (Sonic Solutions/Ca/)

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During the Adjustment Period. 1. The Maximum Put Amount shall be $1,000,000;. 2. the Purchase Price shall be eighty-three percent (83%) of the Market Price upon a Put an Optional Purchase Date; 3. the duration of the Trading Cushion shall be shortened to ten (10) Trading Days until the expiration of five consecutive weeks (the "Adjustment Period"); ; 4. the Company shall may not deliver a Put an Optional Purchase Notice such that the number of Put Shares to be purchased by the Investor upon the applicable Closing, when aggregated with all other shares of Common Stock then owned by the Investor beneficially or deemed beneficially owned by the Investor, would result in the Investor owning more than 4.9% of all of such Common Stock as would be outstanding on such Closing Date, as determined in accordance with Section 13(d) of the Exchange Act and the regulations promulgated thereunder. For purposes of this Section 2.4(b), in the event that the amount of Common Stock outstanding as determined in accordance with Section 13(d) of the Exchange Act and the regulations promulgated thereunder is greater on a Closing Date than on the date upon which the Put Optional Purchase Notice associated with such Closing Date is given, the amount of Common Stock outstanding on such Closing Date shall govern for purposes of determining whether the Investor, when aggregating all purchases of Common Stock made pursuant to this Agreement, would own more than 4.9% of the Common Stock following such Closing Date.

Appears in 1 contract

Samples: Private Equity Line of Credit Agreement (Sonic Solutions/Ca/)

During the Adjustment Period. 1. The Maximum Put Amount shall be $1,000,000; 2. the Purchase Price shall be eightyseventy-three four percent (8374%) of the Market Price upon a on the applicable Put Date; 32. the duration of the Trading Cushion shall be shortened to ten (10) Trading Days until the expiration of five (5) consecutive weeks after the date on which the Adjustment Period Notice was given (the "Adjustment PeriodPeriod ");; and 43. the Company shall may not deliver a Put Notice such that the number of Put Shares to be purchased by the Investor upon the applicable Closing, when aggregated with all other shares of Common Stock then owned by the Investor beneficially or deemed beneficially owned by the Investor, would result in the Investor owning more than 4.94.9 % of all of such Common Stock as would be outstanding on such Closing Date, as determined in accordance with Section 13(d) of the Exchange Act and the regulations promulgated thereunder. For purposes of this Section 2.4(b2.4(c), in the event that the amount of Common Stock outstanding as determined in accordance with Section 13(d) of the Exchange Act and the regulations promulgated thereunder is greater on a Closing Date than on the date upon which the Put Notice associated with such Closing Date is given, the amount of Common Stock outstanding on such Closing Date shall govern for purposes of determining whether the Investor, when aggregating all purchases of Common Stock made pursuant to this AgreementAgreement and. if any, Warrant Shares, would own more than 4.9% of the Common Stock Stock, following such Closing Date.

Appears in 1 contract

Samples: Private Equity Line of Credit Agreement (Environmental Remediation Holding Corp)

During the Adjustment Period. 1. The Maximum Put Purchase Amount shall be $1,000,000; 2. the Purchase Price shall be eighty-three percent (83%) of the Market Price upon a Put Purchase Date; 3. the duration of the Trading Cushion shall be shortened to ten (10) Trading Days until the expiration of five consecutive weeks (the "Adjustment Period"); 4. the Company shall may not deliver a Put Purchase Notice such that the number of Put Purchased Shares to be purchased by the Investor upon the applicable Closing, when aggregated with all other shares of Common Stock then owned by the Investor beneficially or deemed beneficially owned by the Investor, would result in the Investor owning more than 4.9% of all of such Common Stock as would be outstanding on such Closing Date, as determined in accordance with Section 13(d) of the Exchange Act and the regulations promulgated thereunder. For purposes of this Section 2.4(b), in the event that the amount of Common Stock outstanding as determined in accordance with Section 13(d) of the Exchange Act and the regulations promulgated thereunder is greater on a Closing Date than on the date upon which the Put Purchase Notice associated with such Closing Date is given, the amount of Common Stock outstanding on such Closing Date shall govern for purposes of determining whether the Investor, when aggregating all purchases of Common Stock made pursuant to this Agreement, would own more than 4.9% of the Common Stock following such Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sonic Solutions/Ca/)

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During the Adjustment Period. 1. The Maximum Put Purchase Amount shall be $1,000,000; 2. the Purchase Price shall be eighty-three five percent (8385%) of the Market Price upon a Put Purchase Date; 3. the duration of the Trading Cushion shall be shortened to ten (10) Trading Days until the expiration of five consecutive weeks (the "Adjustment Period"); 4. the Company shall may not deliver a Put Purchase Notice such that the number of Put Purchased Shares to be purchased by the Investor upon the applicable Closing, when aggregated with all other shares of Common Stock then owned by the Investor beneficially or deemed beneficially owned by the Investor, would result in the Investor owning more than 4.9% of all of such Common Stock as would be outstanding on such Closing Date, as determined in accordance with Section 13(d) of the Exchange Act and the regulations promulgated thereunder. For purposes of this Section 2.4(b), in the event that the amount of Common Stock outstanding as determined in accordance with Section 13(d) of the Exchange Act and the regulations promulgated thereunder is greater on a Closing Date than on the date upon which the Put Purchase Notice associated with such Closing Date is given, the amount of Common Stock outstanding on such Closing Date shall govern for purposes of determining whether the Investor, when aggregating all purchases of Common Stock made pursuant to this Agreement, would own more than 4.9% of the Common Stock following such Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sonic Solutions/Ca/)

During the Adjustment Period. 1. The Maximum Put Amount shall be $1,000,000; 2. the Purchase Price shall be eighty-eighty three percent (83%) of the Market Price upon a on the applicable Put Date; 32. the duration of the Trading Cushion shall be shortened to ten (10) Trading Days until the expiration of five (5) consecutive weeks after the date on which the Adjustment Period Notice was given (the "Adjustment Period");; and 43. the Company shall may not deliver a Put Notice such that the number of Put Shares to be purchased by the Investor upon the applicable Closing, when aggregated with all other shares of Common Stock then owned by the Investor beneficially or deemed beneficially owned by the Investor, would result in the Investor owning more than 4.9% of all of such Common Stock as would be outstanding on such Closing Date, as determined in accordance with Section 13(d) of the Exchange Act and the regulations promulgated thereunder. For purposes of this Section 2.4(b2.4(c), in the event that the amount of Common Stock outstanding as determined in accordance with Section 13(d) of the Exchange Act and the regulations promulgated thereunder is greater on a Closing Date than on the date upon which the Put Notice associated with such Closing Date is given, the amount of Common Stock outstanding on such Closing Date shall govern for purposes of determining whether the Investor, when aggregating all purchases of Common Stock made pursuant to this AgreementAgreement and, if any, Warrant Shares, would own more than 4.9% of the Common Stock following such Closing Date.

Appears in 1 contract

Samples: Private Equity Line of Credit Agreement (Neotherapeutics Inc)

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