Future Dilution Clause Samples

Future Dilution. Sellers, B▇▇▇▇▇ and D▇▇▇▇▇▇▇ agree and covenant that from and after the First Tranche Closing Date, Sellers, B▇▇▇▇▇ and D▇▇▇▇▇▇▇ shall cause Sellers not to issue any new shares of common stock or other equity of any Seller ("New Equity") unless: (1) the terms and conditions of such issuance of New Equity is approved unanimously by the Board of Directors of such Seller, or (2) Buyer or its designee is afforded a 90-day option to purchase 19.99% of all such New Equity on the most favorable terms and conditions (including but not limited to price) as such New Equity is then offered to any other person or entity whatsoever.

Future Dilution. If the price per share of the Company’s Common Stock at the time of exercise or conversion of any preferred stock, warrants, options, convertible subordinated debt, or any other convertible securities (collectively, “Convertible Securities”), including all of the Convertible Securities set forth in the Company’s SEC Filings, is in excess of the various exercise or conversion prices of such Convertible Securities, exercise or conversion of such Convertible Securities would have a dilutive effect on the Company’s Common Stock. The amount of such dilution, however, cannot currently be determined as it would depend on the difference between the stock price and the price at which the Convertible Securities were exercised or converted at the time of such exercise or conversion.

Future Dilution. The Parties recognize and agree that their percentage of ownership interests will be diluted by future share issuances to raise funds for the Company and as necessary in joint ventures, strategic alliances, acquisitions and similar transactions and for other proper business purposes and objectives. It is contemplated that there may be also be one or more rounds of private share offerings followed by on or more rounds of public share offerings.