Exceptions to Adjustment Upon Issuance of Common Stock. Anything herein to the contrary notwithstanding, there shall be no adjustment to the Exercise Price or the number of Warrant Shares issuable upon exercise of this Warrant with respect to any Excluded Issuance.
Exceptions to Adjustment Upon Issuance of Common Stock. Notwithstanding anything herein to the contrary herein, there shall be no adjustment to the number of Warrant Shares issuable upon exercise of this Warrant or the Strike Price with respect to any Excluded Issuance.
Exceptions to Adjustment Upon Issuance of Common Stock. Anything herein to the contrary notwithstanding, there shall be no adjustment to the Conversion Price with respect to any Excluded Issuance.
Exceptions to Adjustment Upon Issuance of Common Stock. There shall be no adjustment pursuant to Section 2.4 to the Warrant Price with respect to any Excluded Issuance. “Excluded Issuances” means any issuance or sale by the Company after the Issue Date of: (a) Shares issued upon the exercise of warrants issued pursuant to the Purchase Agreement (as defined below); and (b) “Exempted Securities” (as defined in the Company’s Certificate of Incorporation).
Exceptions to Adjustment Upon Issuance of Common Stock. Anything in this Certificate of Designation to the contrary notwithstanding, there shall be no adjustment to the Preferred Conversion Ratio or the number of Conversion Shares issuable upon conversion of the 6.625% Convertible Preferred Stock with respect to any Excluded Issuance.
Exceptions to Adjustment Upon Issuance of Common Stock. Anything herein to the contrary notwithstanding, an Excluded Issuance, as defined below, shall not be deemed an Adjustment Event. For purposes of this Warrant “Additional Shares of Common Stock” shall mean all shares of Common Stock issued or sold by the Company after the Effective Date (including without limitation any shares of Common Stock issuable upon conversion or exchange of any convertible securities or upon exercise of any option or warrant, on an as-converted basis), other than Excluded Issuances. An “Excluded Issuance” is any issuance or sale (or deemed issuance or sale) by the Company after the First Closing of: (a) any securities issued or issuable by the Company pursuant to or in connection with this Subscription Agreement; (b) up to an aggregate of 3,000,000 shares of Common Stock (as such number of shares is equitably adjusted for subsequent stock splits, stock combinations, stock dividends and recapitalizations) issued directly or upon the exercise of Options to directors, officers, employees, or consultants of the Company in connection with their service as directors of the Company, their employment by the Company or their retention as consultants by the Company, in each case authorized by the Board and issued pursuant to the Company's 2011 Equity Incentive Plan (including all such shares of Common Stock and Options outstanding on the Effective Date); (c) shares of Common Stock issued upon the conversion or exercise of Options (other than Options covered by clause (b) above) or convertible securities issued prior to the First Closing, provided that such securities are not amended after the date hereof to increase the number of shares of Common Stock issuable thereunder or to lower the exercise or conversion price thereof; (d) shares of Common Stock issued or issuable by reason of a dividend, stock split, split-up or other distribution on shares of Common Stock that is covered by Sections 3(a)(i) through 3(a)(iii) of the Warrant; securities issued pursuant to acquisitions or strategic transactions approved by a majority of disinterested directors of the Company, provided that any such issuance shall only be to a person which is, itself or through its subsidiaries, an operating company in a business synergistic with the business of the Company and in which the Company receives benefits in addition to the investment of funds, but shall not include a transaction in which the Company is issuing securities for the purpose of raising capital or ...
Exceptions to Adjustment Upon Issuance of Common Stock. Anything herein to the contrary notwithstanding, there shall be no adjustment to the Conversion Price or the number of Conversion Shares issuable upon conversion of the Series B Preferred Stock with respect to any Excluded Issuance.
Exceptions to Adjustment Upon Issuance of Common Stock. Anything herein to the contrary notwithstanding, there shall be no adjustment to the Conversion Price with respect to any issuance or sale (or deemed issuance or sale in accordance with Section 2(c)(iii)) by GameSquare after the Issuance Date of shares of Common Stock (as such number of shares is equitably adjusted for subsequent stock splits, stock combinations, stock dividends, and recapitalizations) issued directly or upon the exercise of Options to directors, officers, employees, or consultants of GameSquare in connection with their service as directors of GameSquare, their employment by GameSquare, or their retention as consultants by GameSquare, in each case authorized by the Board or Directors of GameSquare and issued pursuant to GameSquare’s equity incentive plans (an “Excluded Issuance”).
Exceptions to Adjustment Upon Issuance of Common Stock. Anything herein to the contrary notwithstanding, there shall be no adjustment to the Exercise Price or the number of Warrant Shares issuable upon exercise of this Warrant with respect to any issuance or sale by the Company after the Initial Exercise Date of: (a) shares of Common Stock issued or issuable upon the exercise of any securities issued by the Company pursuant to the Purchase Agreement or pursuant to the engagement letters with Lake Street Capital Markets, LLC dated November 19, 2013, Founding Asset Management Limited dated February 10, 2014, or MZ Advisory Pte Ltd. dated December 23, 2013; (b) Options or shares of Common Stock issued directly or upon the exercise of Options to directors, officers, employees, or consultants of the Company in connection with their service as directors of the Company, their employment by the Company or their retention as consultants by the Company, in each case authorized by the Board and issued pursuant to any stock or option plan or agreement duly adopted for such purpose (including all such shares of Common Stock and Options outstanding prior to the Initial Exercise Date); (c) Convertible Securities issued prior to the Initial Exercise Date, (d) up to $250,000 in aggregate amount of shares of Common Stock or Convertible Securities issued after the Initial Exercise Date, or (e) shares of Common Stock, Options or Convertible Securities issued (i) to persons in connection with a joint venture, strategic alliance or other commercial relationship with such person (including persons that are customers, suppliers and strategic partners of the Company) relating to the operation of the Company's business and not for the primary purpose of raising equity capital, (ii) in connection with a transaction in which the Company, directly or indirectly, acquires another business or its tangible or intangible assets, or (iii) to lenders as equity kickers in connection with debt financings of the Company, in each case where such transactions have been approved by the Board.
Exceptions to Adjustment Upon Issuance of Common Stock. Anything herein to the contrary notwithstanding, there shall be no adjustment to the Warrant Price or the number of shares of Common Stock issuable upon exercise of this Warrant with respect to any Excluded Issuance (other than with respect to any Excluded Issuance pursuant to (1) clause (iii) of the definition thereof, but only in relation to issuances of shares of Common Stock in connection with any capital raising transaction where the consideration per share is less than the greater of (x) the Warrant Price in effect immediately prior to such issuance or sale or (y) the Fair Market Value per share of the Common Stock immediately prior to such issuance or sale; provided that, notwithstanding this clause (1), the provisions of Section 3.4 shall apply to the extent otherwise applicable, (2) clause (vi) of the definition thereof, (3) clause (vii)(A) or clause (vii)(C) of the definition thereof, or (4) clause (viii) of the definition thereof, except for any management fee or incentive compensation payable to the manager for the quarter ending June 30, 2020).
