Common use of Issuance of Option Rights Clause in Contracts

Issuance of Option Rights. If the Company in any manner issues or grants any Option Rights or Convertible Securities and the price per share for which Common Stock is issuable upon the exercise of such Option Rights or upon conversion or exchange of such Convertible Securities is less than the Fair Market Value per share of Common Stock determined as of the date of such issuance or grant of such Option Rights, then the total maximum number of shares of Common Stock issuable upon the exercise of such Option Rights (or upon conversion or exchange of the total maximum amount of such Convertible Securities issuable upon the exercise of such Option Rights) shall be deemed to be outstanding and to have been issued and sold by the Company for such lower price per share. For purposes of this paragraph, the price per share for which Common Stock is issuable upon exercise of Option Rights or upon conversion or exchange of Convertible Securities issuable upon exercise of Option Rights shall be determined by dividing (A) the total amount, if any, received or receivable by the Company as consideration for the issuing or granting of such Option Rights, PLUS the minimum aggregate amount of additional consideration payable to the Company upon the exercise of all such Option Rights, PLUS in the case of such Option Rights which relate to Convertible Securities, the minimum aggregate amount of additional consideration, if any, payable to the Company upon the issuance or sale of such Convertible Securities and the conversion or exchange thereof, by (B) the total maximum number of shares of Common Stock issuable upon exercise of such Option Rights or upon the conversion or exchange of all such Convertible Securities issuable upon the exercise of such Options.

Issuance of Option Rights. If the Company in any manner issues or grants any Option Rights or Convertible Securities and the price per share for which Common Stock is issuable upon the exercise of such Option Rights or upon conversion or exchange of such Convertible Securities is less than the Fair Market Value per share of Common Stock determined as of the date of such issuance or grant of such Option Rights, then the total maximum number of shares of Common Stock issuable upon the exercise of such Option Rights (or upon conversion or exchange of the total maximum amount of such Convertible Securities issuable upon the exercise of such Option Rights) shall be deemed to be outstanding and to have been issued and sold by the Company for such lower price per share. For purposes of this paragraph, the price per share for which Common Stock is issuable upon exercise of Option Rights or upon conversion or exchange of Convertible Securities issuable upon exercise of Option Rights shall be determined by dividing (A) the total amount, if any, received or receivable by the Company as consideration for the issuing or granting of such Option Rights, PLUS plus the minimum aggregate amount of additional consideration payable to the Company upon the exercise of all such Option Rights, PLUS plus in the case of such Option Rights which relate to Convertible Securities, the minimum aggregate amount of additional consideration, if any, payable to the Company upon the issuance or sale of such Convertible Securities and the conversion or exchange thereof, by (B) the total maximum number of shares of Common Stock issuable upon exercise of such Option Rights or upon the conversion or exchange of all such Convertible Securities issuable upon the exercise of such Options.