Common use of Follow-On Adjustments Clause in Contracts

Follow-On Adjustments. Except in connection with the exercise of a Warrant, if the Partnership shall issue or sell, or grant any Follow-on Units at a Follow-on Price that is less than one hundred percent (100%) of the Series E Adjusted Issue Price, then the Series E Conversion Rate will be reset so that it will equal the number determined by dividing the Series E Adjusted Issue Price immediately before the issuance of the Follow-On Units by the result achieved through application of the following formula: ((CP x OB) + (FP x Q)) / OA Where: CP = the Series E Adjusted Issue Price in effect immediately before the issuance of the Follow-On Units FP = the Follow-On Price OB = the total number of fully diluted Common Units outstanding before the issuance of the Follow-On Units Q = the total number of fully diluted Follow-On Units issued OA = the total number of fully diluted Common Units outstanding after giving effect to the issuance of the Follow-On Units. For purposes of this Section 5.16(b)(viii)(E), the indicative price per Common Unit resulting from the issuance of Convertible Securities will be determined using the principles set forth in Section 5.16(b)(viii)(H)(3).

Appears in 4 contracts

Samples: Contribution Agreement (Southcross Energy Partners, L.P.), Contribution Agreement (American Midstream Partners, LP), Contribution Agreement (Southcross Energy Partners, L.P.)

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Follow-On Adjustments. Except in connection with the exercise of a Warrant, if the Partnership shall issue or sell, sell or grant any Follow-on Units at a Follow-on Price that is less than one hundred percent (100%) of the Series E D Adjusted Issue Price, then the Series E D Conversion Rate will be reset so that it will equal the number determined by dividing the Series E D Adjusted Issue Price immediately before the issuance of the Follow-On Units by the result achieved through application of the following formula: ((CP x OB) + (FP x Q)) / OA Where: CP = the Series E D Adjusted Issue Price in effect immediately before the issuance of the Follow-On Units FP = the Follow-On Price OB = the total number of fully diluted Common Units outstanding before the issuance of the Follow-On Units Q = the total number of fully diluted Follow-On Units issued OA = the total number of fully diluted Common Units outstanding after giving effect to the issuance of the Follow-On Units. For purposes of this Section 5.16(b)(viii)(E5.15(b)(viii)(E), the indicative price per Common Unit resulting from the issuance of Convertible Securities will be determined using the principles set forth in Section 5.16(b)(viii)(H)(35.15(b)(viii)(H)(3).

Appears in 4 contracts

Samples: Contribution Agreement (American Midstream Partners, LP), Contribution Agreement (American Midstream Partners, LP), American Midstream Partners, LP

Follow-On Adjustments. Except in connection with the exercise of a Warrant, if the Partnership shall issue or sell, or grant any Follow-on Units at a Follow-on Price that is less than one hundred percent (100%) of the Series E C Adjusted Issue Price, then the Series E C Conversion Rate will be reset so that it will equal the number determined by dividing the Series E C Adjusted Issue Price immediately before the issuance of the Follow-On Units by the result achieved through application of the following formula: ((CP x OB) + (FP x Q)) / OA Where: CP = the Series E C Adjusted Issue Price in effect immediately before the issuance of the Follow-On Units FP = the Follow-On Price OB = the total number of fully diluted Common Units outstanding before the issuance of the Follow-On Units Q = the total number of fully diluted Follow-On Units issued OA = the total number of fully diluted Common Units outstanding after giving effect to the issuance of the Follow-On Units. For purposes of this Section 5.16(b)(viii)(E5.14(b)(viii)(F), the indicative price per Common Unit resulting from the issuance of Convertible Securities will be determined using the principles set forth in Section 5.16(b)(viii)(H)(35.14(b)(viii)(I)(3).

Appears in 3 contracts

Samples: Contribution Agreement (American Midstream Partners, LP), Contribution Agreement (Southcross Energy Partners, L.P.), Contribution Agreement (American Midstream Partners, LP)

Follow-On Adjustments. Except in connection with the issuance of the Series C Warrant or the Series D Warrant or the exercise of a any Warrant, if the Partnership shall issue or sell, or grant any Common Units or Convertible Securities at an indicative per Common Unit price (the “Follow-On Price,” and such Common Units or Convertible Securities so issued, sold or granted, on Units at a an as-converted basis, the “Follow-on Price On Units”) that is less than one hundred percent (100%) of the Series E A Adjusted Issue Price, then the Series E A Conversion Rate will be reset so that it will equal the number determined by dividing the Series E A Adjusted Issue Price immediately before the issuance of the Follow-On Units by the result achieved through application of the following formula: ((CP x OB) + (FP x Q)) / OA Where: CP = the Series E A Adjusted Issue Price in effect immediately before the issuance of the Follow-On Units FP = the Follow-On Price OB = the total number of fully diluted Common Units outstanding before the issuance of the Follow-On Units Q = the total number of fully diluted Follow-On Units issued OA = the total number of fully diluted Common Units outstanding after giving effect to the issuance of the Follow-On Units. For purposes of this Section 5.16(b)(viii)(E5.12(b)(viii)(E), the indicative price per Common Unit resulting from the issuance of Convertible Securities will be determined using the principles set forth in Section 5.16(b)(viii)(H)(35.12(b)(viii)(H)(3).

Appears in 3 contracts

Samples: Contribution Agreement (American Midstream Partners, LP), Contribution Agreement (American Midstream Partners, LP), American Midstream Partners, LP

Follow-On Adjustments. Except in connection with the exercise of a Warrant, if the Partnership shall issue or sell, or grant any Follow-on Units at a Follow-on Price that is less than one hundred percent (100%) of the Series E Adjusted Issue Price, then the Series E Conversion Rate will be reset so that it will equal the number determined by dividing the Series E Adjusted Issue Price immediately before the issuance of the Follow-On Units by the result achieved through application of the following formula: ((CP x OB) + (FP x Q)) / OA Where: CP = the Series E Adjusted Issue Price in effect immediately before the issuance of the Follow-On Units FP = the Follow-On Price OB = the total number of fully diluted Common Units outstanding before the issuance of the Follow-On Units Q = the total number of fully diluted Follow-On Units issued OA = the total number of fully diluted Common Units outstanding after giving effect to the issuance of the Follow-On Units. For purposes of this Section 5.16(b)(viii)(E5.13(b)(viii)(E), the indicative price per Common Unit resulting from the issuance of Convertible Securities will be determined using the principles set forth in Section 5.16(b)(viii)(H)(35.13(b)(viii)(H)(3).

Appears in 1 contract

Samples: American Midstream Partners, LP

Follow-On Adjustments. Except in connection with the exercise of a Warrant, if the Partnership shall issue or sell, sell or grant any Follow-on Units at a Follow-on Price that is less than one hundred percent (100%) of the Series E D Adjusted Issue Price, then the Series E D Conversion Rate will be reset so that it will equal the number determined by dividing the Series E D Adjusted Issue Price immediately before the issuance of the Follow-On Units by the result achieved through application of the following formula: ((CP x OB) + (FP x Q)) / OA Where: CP = the Series E D Adjusted Issue Price in effect immediately before the issuance of the Follow-On Units FP = the Follow-On Price OB = the total number of fully diluted Common Units outstanding before the issuance of the Follow-On Units Q = the total number of fully diluted Follow-On Units issued 118 OA = the total number of fully diluted Common Units outstanding after giving effect to the issuance of the Follow-On Units. For purposes of this Section 5.16(b)(viii)(E5.15(b)(viii)(E), the indicative price per Common Unit resulting from the issuance of Convertible Securities will be determined using the principles set forth in Section 5.16(b)(viii)(H)(35.15(b)(viii)(H)(3).

Appears in 1 contract

Samples: Contribution Agreement (Southcross Energy Partners, L.P.)

Follow-On Adjustments. Except in connection with the exercise of a Warrant, if the Partnership shall issue or sell, or grant any Follow-on Units at a Follow-on Price that is less than one hundred percent (100%) of the Series E C Adjusted Issue Price, then the Series E C Conversion Rate will be reset so that it will equal the number determined by dividing the Series E C Adjusted Issue Price immediately before the issuance of the Follow-On Units by the result achieved through application of the following formula: ((CP x OB) + (FP x Q)) / OA Where: CP = the Series E C Adjusted Issue Price in effect immediately before the issuance of the Follow-On Units FP = the Follow-On Price OB = the total number of fully diluted Common Units outstanding before the issuance of the Follow-On Units Active 344679592 EXHIBIT 3.19 Q = the total number of fully diluted Follow-On Units issued OA = the total number of fully diluted Common Units outstanding after giving effect to the issuance of the Follow-On Units. For purposes of this Section 5.16(b)(viii)(E5.14(b)(viii)(E), the indicative price per Common Unit resulting from the issuance of Convertible Securities will be determined using the principles set forth in Section 5.16(b)(viii)(H)(35.14(b)(viii)(H)(3).

Appears in 1 contract

Samples: American Midstream Partners, LP

Follow-On Adjustments. Except in connection with the issuance of the Series C Warrant or the Series D Warrant or the exercise of a any Warrant, if the Partnership shall issue or sell, or grant any Common Units or Convertible Securities at an indicative per Common Unit price (the “Follow-On Price,” and such Common Units or Convertible Securities so issued, sold or granted, on Units at a an as-converted basis, the “Follow-on Price On Units”) that is less than one hundred percent (100%) of the Series E A Adjusted Issue Price, then the Series E A Conversion Rate will be reset so that it will equal the number determined by dividing the Series E A Adjusted Issue Price immediately before the issuance of the Follow-On Units by the result achieved through application of the following formula: ((CP x OB) + (FP x Q)) / OA Where: CP = the Series E A Adjusted Issue Price in effect immediately before the issuance of the Follow-On Units FP = the Follow-On Price OB = the total number of fully diluted Common Units outstanding before the issuance of the Follow-On Units Q = the total number of fully diluted Follow-On Units issued OA = the total number of fully diluted Common Units outstanding after giving effect to the issuance of the Follow-On Units. Exhibit 2.2 For purposes of this Section 5.16(b)(viii)(E5.12(b)(viii)(E), the indicative price per Common Unit resulting from the issuance of Convertible Securities will be determined using the principles set forth in Section 5.16(b)(viii)(H)(35.12(b)(viii)(H)(3).

Appears in 1 contract

Samples: Contribution Agreement (Southcross Energy Partners, L.P.)

Follow-On Adjustments. Except in connection with the exercise of a Warrant, if the Partnership shall issue or sell, or grant any Follow-on Units at a Follow-on Price that is less than one hundred percent (100%) of the Series E C Adjusted Issue Price, then the Series E C Conversion Rate will be reset so that it will equal the number determined by dividing the Series E C Adjusted Issue Price immediately before the issuance of the Follow-On Units by the result achieved through application of the following formula: ((CP x OB) + (FP x Q)) / OA Where: CP = the Series E C Adjusted Issue Price in effect immediately before the issuance of the Follow-On Units FP = the Follow-On Price OB = the total number of fully diluted Common Units outstanding before the issuance of the Follow-On Units Q = the total number of fully diluted Follow-On Units issued OA = the total number of fully diluted Common Units outstanding after giving effect to the issuance of the Follow-On Units. For purposes of this Section 5.16(b)(viii)(E5.12(b)(viii)(F), the indicative price per Common Unit resulting from the issuance of Convertible Securities will be determined using the principles set forth in Section 5.16(b)(viii)(H)(35.12(b)(viii)(I)(3).

Appears in 1 contract

Samples: American Midstream Partners, LP

Follow-On Adjustments. Except in connection with the issuance of the Series C Warrant or the exercise of a any Warrant, if the Partnership shall issue or sell, or grant any Common Units or Convertible Securities at an indicative per Common Unit price (the “Follow-On Price,” and such Common Units or Convertible Securities so issued, sold or granted, on Units at a an as-converted basis, the “Follow-on Price On Units”) that is less than one hundred percent (100%) of the Series E A Adjusted Issue Price, then the Series E A Conversion Rate will be reset so that it will equal the number determined by dividing the Series E A Adjusted Issue Price immediately before the issuance of the Follow-On Units by the result achieved through application of the following formula: ((CP x OB) + (FP x Q)) / OA Where: CP = the Series E A Adjusted Issue Price in effect immediately before the issuance of the Follow-On Units FP = the Follow-On Price OB = the total number of fully diluted Common Units outstanding before the issuance of the Follow-On Units Q = the total number of fully diluted Follow-On Units issued OA = the total number of fully diluted Common Units outstanding after giving effect to the issuance of the Follow-On Units. For purposes of this Section 5.16(b)(viii)(E5.11(b)(viii)(E), the indicative price per Common Unit resulting from the issuance of Convertible Securities will be determined using the principles set forth in Section 5.16(b)(viii)(H)(35.11(b)(viii)(H)(3).

Appears in 1 contract

Samples: American Midstream Partners, LP

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Follow-On Adjustments. Except in connection with the exercise of a Warrant, if the Partnership shall issue or sell, or grant any Follow-on Units at a Follow-on Price that is less than one hundred percent (100%) of the Series E C Adjusted Issue Price, then the Series E C Conversion Rate will be reset so that it will equal the number determined by dividing the Series E C Adjusted Issue Price immediately before the issuance of the Follow-On Units by the result achieved through application of the following formula: ((CP x OB) + (FP x Q)) / OA Where: CP = the Series E C Adjusted Issue Price in effect immediately before the issuance of the Follow-On Units FP = the Follow-On Price OB = the total number of fully diluted Common Units outstanding before the issuance of the Follow-On Units Q = the total number of fully diluted Follow-On Units issued OA = the total number of fully diluted Common Units outstanding after giving effect to the issuance of the Follow-On Units. For purposes of this Section 5.16(b)(viii)(E5.14(b)(viii)(E), the indicative price per Common Unit resulting from the issuance of Convertible Securities will be determined using the principles set forth in Section 5.16(b)(viii)(H)(35.14(b)(viii)(H)(3).

Appears in 1 contract

Samples: Credit Agreement (American Midstream Partners, LP)

Follow-On Adjustments. Except in connection with the exercise of a the Warrant, if the Partnership shall issue or sell, or grant any Common Units or Convertible Securities at an indicative per Common Unit price (the “Follow-On Price”, and such Common Units or Convertible Securities so issued, sold or granted, on Units at a an as-converted basis, the “Follow-on Price On Units”) that is less than one hundred percent (100%) of the Series E A Adjusted Issue Price, then the Series E A Conversion Rate will be reset so that it will equal the number price determined by dividing the Series E Adjusted Issue Price immediately before the issuance of the Follow-On Units by the result achieved through application of according to the following formula: ((CP x OB) + (FP x Q)) / OA Where: CP = the Series E Adjusted Issue Price A Conversion Rate in effect immediately before the issuance of the Follow-On Units FP = the Follow-On Price OB = the total number of fully diluted Common Units outstanding before the issuance of the Follow-On Units Q = the total number of fully diluted Follow-On Units issued OA = the total number of fully diluted Common Units outstanding after giving effect to the issuance of the Follow-On Units. For purposes of this Section 5.16(b)(viii)(E5.12(b)(viii)(E), the indicative price per Common Unit resulting from the issuance of Convertible Securities will be determined using the principles set forth in Section 5.16(b)(viii)(H)(35.12(b)(viii)(H)(c).

Appears in 1 contract

Samples: Agreement (American Midstream Partners, LP)

Follow-On Adjustments. Except in connection with the exercise of a Warrant, if the Partnership shall issue or sell, or grant any Follow-on Units at a Follow-on Price that is less than one hundred percent (100%) of the Series E C Adjusted Issue Price, then the Series E C Conversion Rate will be reset so that it will equal the number determined by dividing the Series E C Adjusted Issue Price immediately before the issuance of the Follow-On Units by the result achieved through application of the following formula: ((CP x OB) + (FP x Q)) / OA Where: CP = the Series E C Adjusted Issue Price in effect immediately before the issuance of the Follow-On Units FP = the Follow-On Price OB = the total number of fully diluted Common Units outstanding before the issuance of the Follow-On Units Q = the total number of fully diluted Follow-On Units issued OA = the total number of fully diluted Common Units outstanding after giving effect to the issuance of the Follow-On Units. Exhibit 2.2 For purposes of this Section 5.16(b)(viii)(E5.14(b)(viii)(F), the indicative price per Common Unit resulting from the issuance of Convertible Securities will be determined using the principles set forth in Section 5.16(b)(viii)(H)(35.14(b)(viii)(I)(3).

Appears in 1 contract

Samples: Contribution Agreement (Southcross Energy Partners, L.P.)

Follow-On Adjustments. Except in connection with the exercise of a the Warrant, if the Partnership shall issue or sell, or grant any Common Units or Convertible Securities at an indicative per Common Unit price (the “Follow-On Price”, and such Common Units or Convertible Securities so issued, sold or granted, on Units at a an as-converted basis, the “Follow-on Price On Units”) that is less than one hundred percent (100%) of the Series E A Adjusted Issue Price, then the Series E A Conversion Rate will be reset so that it will equal the number determined by dividing the Series E A Adjusted Issue Price immediately before the issuance of the Follow-On Units by the result achieved through application of the following formula: ((CP x OB) + (FP x Q)) / OA Where: CP = the Series E A Adjusted Issue Price in effect immediately before the issuance of the Follow-On Units FP = the Follow-On Price OB = the total number of fully diluted Common Units outstanding before the issuance of the Follow-On Units Q = the total number of fully diluted Follow-On Units issued OA = the total number of fully diluted Common Units outstanding after giving effect to the issuance of the Follow-On Units. For purposes of this Section 5.16(b)(viii)(E5.12(b)(viii)(E), the indicative price per Common Unit resulting from the issuance of Convertible Securities will be determined using the principles set forth in Section 5.16(b)(viii)(H)(35.12(b)(viii)(H)(c).

Appears in 1 contract

Samples: American Midstream Partners, LP

Follow-On Adjustments. Except in connection with the issuance of the Series C Warrant or the Series D Warrant or the exercise of a any Warrant, if the Partnership shall issue or sell, or grant any Common Units or Convertible Securities at an indicative per Common Unit price (the “Follow-On Price,” and such Common Units or Convertible Securities so issued, sold or granted, on Units at a an as-converted basis, the “Follow-on Price On Units”) that is less than one hundred percent (100%) of the Series E A Adjusted Issue Price, then the Series E A Conversion Rate will be reset so that it will equal the number determined by dividing the Series E A Adjusted Issue Price immediately before the issuance of the Follow-On Units by the result achieved through application of the following formula: ((CP x OB) + (FP x Q)) / OA Where: 77 CP = the Series E A Adjusted Issue Price in effect immediately before the issuance of the Follow-On Units FP = the Follow-On Price OB = the total number of fully diluted Common Units outstanding before the issuance of the Follow-On Units Q = the total number of fully diluted Follow-On Units issued OA = the total number of fully diluted Common Units outstanding after giving effect to the issuance of the Follow-On Units. For purposes of this Section 5.16(b)(viii)(E5.12(b)(viii)(E), the indicative price per Common Unit resulting from the issuance of Convertible Securities will be determined using the principles set forth in Section 5.16(b)(viii)(H)(35.12(b)(viii)(H)(3).

Appears in 1 contract

Samples: Contribution Agreement (Southcross Energy Partners, L.P.)

Follow-On Adjustments. Except in connection with the issuance of the Series C Warrant or the exercise of a either Warrant, if the Partnership shall issue or sell, or grant any Common Units or Convertible Securities at an indicative per Common Unit price (the “Follow-On Price,” and such Common Units or Convertible Securities so issued, sold or granted, on Units at a an as-converted basis, the “Follow-on Price On Units”) that is less than one hundred percent (100%) of the Series E A Adjusted Issue Price, then the Series E A Conversion Rate will be reset so that it will equal the number determined by dividing the Series E A Adjusted Issue Price immediately before the issuance of the Follow-On Units by the result achieved through application of the following formula: ((CP x OB) + (FP x Q)) / OA Where: CP = the Series E A Adjusted Issue Price in effect immediately before the issuance of the Follow-On Units FP = the Follow-On Price OB = the total number of fully diluted Common Units outstanding before the issuance of the Follow-On Units Q = the total number of fully diluted Follow-On Units issued OA = the total number of fully diluted Common Units outstanding after giving effect to the issuance of the Follow-On Units. For purposes of this Section 5.16(b)(viii)(E5.12(b)(viii)(E), the indicative price per Common Unit resulting from the issuance of Convertible Securities will be determined using the principles set forth in Section 5.16(b)(viii)(H)(35.12(b)(viii)(H)(3).

Appears in 1 contract

Samples: Credit Agreement (American Midstream Partners, LP)

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