Common use of Equitable Adjustments to Prices Clause in Contracts

Equitable Adjustments to Prices. Whenever any provision of this Indenture requires the Company to calculate the Last Reported Sale Prices, the Daily VWAPs, the Daily Conversion Values, the Daily Cash Amounts or the Daily Share Amounts over a period of multiple days (including over an Observation Period and the period, if any, for determining the Stock Price for purposes of a Make-Whole Fundamental Change), the Company will, acting in good faith and in a commercially reasonable manner, make appropriate adjustments, if any, to each to account for any adjustment to the Conversion Rate that becomes effective, or any event requiring an adjustment to the Conversion Rate where the Ex-Dividend Date, Effective Date or Expiration Date of the event occurs, at any time during such period.

Appears in 4 contracts

Samples: Indenture (Ani Pharmaceuticals Inc), Indenture (Osi Systems Inc), Indenture (Ugi Corp /Pa/)

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Equitable Adjustments to Prices. Whenever any provision of this Indenture requires the Company to calculate the average of the Last Reported Sale Prices, or any function thereof, over a period of multiple days (including to calculate the Stock Price or an adjustment to the Conversion Rate), or to calculate the Daily VWAPs, the Daily Conversion Values, the Daily Cash Amounts or the Daily Share Amounts over a period of multiple days (including over an Observation Period and the period, if any, for determining the Stock Price for purposes of a Make-Whole Fundamental Change)Period, the Company will, acting in good faith and in a commercially reasonable mannerif appropriate, make appropriate adjustments, if any, proportionate adjustments to each such calculations to account for any adjustment to the Conversion Rate that becomes effective, or any event requiring such an adjustment to the Conversion Rate where the Ex-Dividend Date, Effective Date effective date or Expiration Date Date, as applicable, of the such event occurs, at any time during such periodperiod or Observation Period, as applicable.

Appears in 1 contract

Samples: Indenture (Desktop Metal, Inc.)

Equitable Adjustments to Prices. Whenever any provision of this Indenture requires the Company to calculate the average of the Last Reported Sale Prices, the Daily VWAPs, the Daily Conversion ValuesPrices or any function thereof, the Daily Cash Amounts or the Daily Share Amounts over a period of multiple days (including to calculate the Share Price or an adjustment to the Conversion Rate), or to calculate Daily VWAPs, Daily Conversion Values, Daily Cash Amounts or Daily Share Amounts over an Observation Period and the period, if any, for determining the Stock Price for purposes of a Make-Whole Fundamental Change)Period, the Company will, acting in good faith and in a commercially reasonable mannerif appropriate, make appropriate adjustments, if any, proportionate adjustments to each such calculations to account for any adjustment to the Conversion Rate that becomes effective, or any event requiring such an adjustment to the Conversion Rate where the Ex-Dividend Date, Effective Date effective date or Expiration Date Date, as applicable, of the such event occurs, at any time during such periodperiod or Observation Period, as applicable.

Appears in 1 contract

Samples: Indenture (LumiraDx LTD)

Equitable Adjustments to Prices. Whenever any provision of this Indenture requires the Company to calculate the Last Reported Sale Prices, the Daily VWAPs, the Daily Conversion Exchange Values, the Daily Cash Amounts or the Daily Share Amounts over a period of multiple days (including over an Observation Period and the period, if any, for determining the Stock Share Price for purposes of a Make-Whole Fundamental Change), the Company will, acting in good faith and in a commercially reasonable manner, make appropriate adjustments, if any, to each to account for any adjustment to the Conversion Exchange Rate that becomes effective, or any event requiring an adjustment to the Conversion Exchange Rate where the Ex-Dividend Date, Effective Date effective date, or Expiration Date of the event occurs, at any time during such period.. (I)

Appears in 1 contract

Samples: Indenture (Pagaya Technologies Ltd.)

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Equitable Adjustments to Prices. Whenever any provision of this Indenture requires the Company to calculate the average of the Last Reported Sale Prices, or any function thereof, over a period of multiple days (including to calculate the Stock Price or an adjustment to the Conversion Rate), or to calculate the Daily VWAPs, the Daily Conversion Values, the Daily Cash Amounts or the Daily Share Amounts over a period of multiple days (including over an Observation Period and the period, if any, for determining the Stock Price for purposes of a Make-Whole Fundamental Change)Period, the Company will, acting in good faith and in a commercially reasonable mannerif appropriate, make appropriate proportionate adjustments, if any, to each such calculations to account for any adjustment to the Conversion Rate that becomes effective, or any event requiring such an adjustment to the Conversion Rate where the Ex-Dividend Date, Effective Date effective date or Expiration Date Date, as applicable, of the such event occurs, at any time during such periodperiod or Observation Period, as applicable.

Appears in 1 contract

Samples: Indenture (Faro Technologies Inc)

Equitable Adjustments to Prices. Whenever any provision of this Indenture requires the Company to calculate the average of the Last Reported Sale Prices, the Daily VWAPsor any function thereof, the Daily Conversion Values, the Daily Cash Amounts or the Daily Share Amounts over a period of multiple days (including to calculate the Stock Price or an adjustment to the Conversion Rate), or to calculate Daily VWAPs, Daily Conversion Values, Daily Cash Amounts or Daily Share Amounts over an Observation Period and the period, if any, for determining the Stock Price for purposes of a Make-Whole Fundamental Change)Period, the Company will, acting in good faith and in a commercially reasonable manner, will make appropriate adjustments, if any, to each such calculations to account for any adjustment to the Conversion Rate pursuant to Section 5.05(A) that becomes effective, or any event requiring such an adjustment to the Conversion Rate where the Ex-Dividend Date, Effective Date effective date or Expiration Date expiration date, as applicable, of the such event occurs, at any time during such period.period or Observation Period, as applicable. (I)

Appears in 1 contract

Samples: Indenture (Core Scientific, Inc./Tx)

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