Common use of Issuance of Options Clause in Contracts

Issuance of Options. If at any time the Company shall issue or sell, or shall fix a record date for the determination of holders of any class of securities entitled to receive, any Options, whether or not the rights to purchase thereunder are immediately exercisable, and the consideration received by the Company in payment for such Options (determined in accordance with Section 6.06(a) hereof) shall be less than the Current Market Price in effect on the date of and immediately prior to such issuance, sale or fixing of a record date, then the number of shares of Common Stock thereafter comprising a Stock Unit shall be adjusted as provided in Section 6.02 hereof on the basis that (a) the maximum number of Additional Shares of Common Stock issuable pursuant to all such Options shall be deemed to have been issued as of (and, accordingly, the date as of which the Current Market Price shall be computed shall be) the computation date specified in the next succeeding sentence of this Section 6.03, and (b) the aggregate consideration for such maximum number of Additional Shares of Common Stock shall be (subject to Section 6.05 hereof) the consideration received by the Company for the issuance or sale of such Additional Shares of Common Stock pursuant to the terms of such Options or pursuant to the terms of such Convertible Securities. For purposes of this Section 6.03, the computation date for clause (a) above shall be the earlier of (i) the date on which the Company shall take a record of the holders of its Common Stock for the purpose of entitling them to receive any such Options, (ii) the date on which the Company shall enter into a firm contract for the issuance or sale of such Options and (iii) the date on which the Company shall issue or sell such Options. No further adjustment of the number of shares of Common Stock Warrant Agreement ----------------- comprising a Stock Unit shall be made under this Section 6.03 upon the issuance or sale of any Options to subscribe for or purchase any Additional Shares of Common Stock or any Convertible Securities or upon the subsequent issue or sale of Additional Shares of Common Stock upon the exercise of such Options, if any such adjustment shall previously have been made upon the issuance or sale of such Option or upon the setting of a record date therefor, or upon any deemed issuance or sale of such Additional Shares of Common Stock, as a distribution or a dividend which is distributed or declared and paid in accordance with Section 7.02 hereof. Notwithstanding the foregoing, any issuance of an Option which is issued together with a debt security of the Company, as a unit, shall be treated for the purpose of this Section 6 as the issuance of a Convertible Security.

Issuance of Options. If In case at any time the Company shall issue in any manner grant any rights to subscribe for or sell, to purchase or shall fix a record date any options (such rights or options being herein called “Options”) for the determination purchase of holders of (x) Common Units or (y) any class of securities entitled to receive, any OptionsCompany Securities (such Company Securities that are convertible or exchangeable being herein called “Convertible Securities”), whether or not such Options or the rights right to purchase thereunder convert or exchange any such Convertible Securities are immediately exercisable, and the consideration price per Unit for which Common Units is issuable upon the exercise of such Options or upon conversion or exchange of such Convertible Securities (determined by dividing (i) the total amount, if any, received or receivable by the Company as consideration for the granting of such Options, plus the aggregate amount of additional consideration payable to the Company upon the exercise of all such Options, plus, in payment for the case of such Options which relate to Convertible Securities, the aggregate amount of additional consideration, if any, payable upon the conversion or exchange thereof, by (determined in accordance with Section 6.06(aii) hereofthe total maximum number of Common Units issuable upon the exercise of such Options or upon the conversion or exchange of all such Convertible Securities issuable upon the exercise of such Options) shall be less than the Current Market Series A Conversion Price in effect on the date of and immediately prior to the time of the granting of such issuance, sale or fixing of a record dateOptions, then the number of shares of Common Stock thereafter comprising a Stock Unit shall be adjusted as provided in Section 6.02 hereof on the basis that (a) the total maximum number of Additional Shares Common Units issuable upon the exercise of Common Stock such Options or upon conversion or exchange of the total maximum amount of such Convertible Securities issuable pursuant to all upon the exercise of such Options shall be deemed to have been issued for such price per Unit as of (and, accordingly, the date as of which the Current Market Price shall be computed shall be) the computation date specified in the next succeeding sentence of this Section 6.03, and (b) the aggregate consideration for such maximum number of Additional Shares of Common Stock shall be (subject to Section 6.05 hereof) the consideration received by the Company for the issuance or sale of such Additional Shares of Common Stock pursuant to the terms of such Options or pursuant to the terms of such Convertible Securities. For purposes of this Section 6.03, the computation date for clause (a) above shall be the earlier of (i) the date on which the Company shall take a record of the holders of its Common Stock for the purpose of entitling them to receive any such Options, (ii) the date on which the Company shall enter into a firm contract for the issuance or sale granting of such Options and (iii) thereafter shall be deemed to be outstanding for purposes of adjusting the date on which the Company shall issue or sell such OptionsSeries A Conversion Price. No further adjustment of the number of shares of Common Stock Warrant Agreement ----------------- comprising a Stock Unit Series A Conversion Price shall be made under this Section 6.03 upon the issuance actual issue of such 25776957.3325776957.34 WEIL:\96757130\2\36182.0003 Case 18-10584-MFW Doc 1078-5 Filed 10/12/18 Page 83 of 90 Common Units or sale of any Options to subscribe for or purchase any Additional Shares of Common Stock or any such Convertible Securities upon exercise of such Options or upon the subsequent actual issue or sale of Additional Shares of Common Stock upon the exercise of such Options, if any such adjustment shall previously have been made Common Units upon the issuance conversion or sale exchange of such Option or upon the setting of a record date therefor, or upon any deemed issuance or sale of such Additional Shares of Common Stock, as a distribution or a dividend which is distributed or declared and paid in accordance with Section 7.02 hereof. Notwithstanding the foregoing, any issuance of an Option which is issued together with a debt security of the Company, as a unit, shall be treated for the purpose of this Section 6 as the issuance of a Convertible SecuritySecurities.

Issuance of Options. If at any time (other than pursuant to an Option Plan except with respect to options issued to (i) Patrxxx Xxxxxxxxxx xx John Xxxxx, (xi) any of their Affiliates or (iii) any of their immediate family members) the Company Issuer shall issue or sell, or shall fix a record date for the determination of holders of any class of securities entitled to receive, any Options, whether or not the rights to purchase thereunder are immediately exercisable, and the consideration received by the Company Issuer in payment for such Options (determined in accordance with Section 6.06(a) hereof) shall be less than the Current Market Price in effect on the date of and immediately prior to such issuance, sale or fixing of a record date, then the number of shares of Common Stock thereafter comprising a Stock Unit shall be adjusted as provided in Section 6.02 hereof on the basis that (a) the maximum number of shares of Additional Shares of Common Stock issuable pursuant to all such Options shall be deemed to have been issued as of (and, accordingly, the date as of which the Current Market Price shall be computed shall be) the computation date specified in the next succeeding sentence of this Section 6.03, and (b) the aggregate consideration for such maximum number of shares of Additional Shares of Common Stock shall be (subject to Section 6.05 hereof) the consideration received by the Company Issuer for the issuance or sale of such shares of Additional Shares of Common Stock pursuant to the terms of such Options or pursuant to the terms of such Convertible Securities. For purposes of this Section 6.03, the computation date for clause (a) above shall be the earlier of (i) the date on which the Company Issuer shall take a record of the holders of its Common Stock for the purpose of entitling them to receive any such Options, (ii) the date on Warrant Agreement which the Company Issuer shall enter into a firm contract for the issuance or sale of such Options and (iii) the date on which the Company Issuer shall issue or sell such Options. No further adjustment of the number of shares of Common Stock Warrant Agreement ----------------- comprising a Stock Unit shall be made under this Section 6.03 upon the issuance or sale of any Options to subscribe for or purchase any shares of Additional Shares of Common Stock or any Convertible Securities or upon the subsequent issue or sale of shares of such Additional Shares of Common Stock upon the exercise of such Options, if any such adjustment shall previously have been made upon the issuance or sale of such Option or upon the setting of a record date therefor, or upon any deemed issuance or sale of such shares of Additional Shares of Common Stock, as a distribution or a dividend which is distributed or declared and paid in accordance with Section 7.02 6.08 hereof. Notwithstanding the foregoing, any issuance of an Option which is issued together with a debt security of the CompanyIssuer, as a unit, shall be treated for the purpose of this Section 6 as the issuance of a Convertible Security.

Issuance of Options. If at any time the Company shall issue or sell, or shall fix a record date for the determination of holders of any class of securities entitled to receive, any Options, whether or not the rights to purchase thereunder are immediately exercisable, and the consideration received by the Company in payment for such Options (determined in accordance with Section 6.06(a) hereof) shall be less than the Current Market Price in effect on the date of and immediately prior to such issuance, sale or fixing of a record date, then the number of shares of Common Stock thereafter comprising a Stock Unit shall be adjusted as provided in Section 6.02 hereof on the basis that (a) the maximum number of Additional Shares of Common Stock issuable pursuant to all such Options shall be deemed to have been issued as of (and, accordingly, the date as of which the Current Market Price shall be computed shall be) the computation date specified in the next succeeding sentence of this Section 6.03, and (b) the aggregate consideration for such maximum number of Additional Shares of Common Stock shall be (subject to Section 6.05 hereof) the consideration received by the Company for the issuance or sale of such Additional Shares of Common Stock pursuant to the terms of such Options or pursuant to the terms of such Convertible Securities. For purposes of this Section 6.03, the computation date for clause (a) above shall be the earlier of (i) the date on which the Company shall take a record of the holders of its Common Stock for the purpose of entitling them to receive any such Options, (ii) the date on which the Company shall enter into a firm contract for the issuance or sale of such Options and (iii) the date on which the Company shall issue or sell such Options. No further adjustment of the number of shares of Common Stock Warrant Agreement ----------------- comprising a Stock Unit shall be made under this Section 6.03 upon the issuance or sale of any Options to subscribe for or purchase any Additional Shares of Warrant Agreement ----------------- Common Stock or any Convertible Securities or upon the subsequent issue or sale of Additional Shares of Common Stock upon the exercise of such Options, if any such adjustment shall previously have been made upon the issuance or sale of such Option or upon the setting of a record date therefor, or upon any deemed issuance or sale of such Additional Shares of Common Stock, as a distribution or a dividend which is distributed or declared and paid in accordance with Section 7.02 hereof. Notwithstanding the foregoing, any issuance of an Option which is issued together with a debt security of the Company, as a unit, shall be treated for the purpose of this Section 6 as the issuance of a Convertible Security.

Issuance of Options. If at any time the Company shall issue or sell, or shall fix a record date for the determination of holders of any class of securities entitled to receive, any Options, whether or not the rights to purchase thereunder are immediately exercisable, and the consideration received by the Company in payment for such Options (determined in accordance with Section 6.06(a8.6(a) hereof) shall be less than the Current Market Price in effect on the date of and immediately prior to such issuance, sale or fixing of a record date, then the number of shares Warrant Shares thereafter purchasable upon exercise of Common Stock thereafter comprising a Stock Unit the Warrants shall be adjusted as provided in Section 6.02 8.2 hereof on the basis that (a) the maximum number of Additional Shares of Common Stock issuable pursuant to all such Options shall be deemed to have been issued as of (and, accordingly, the date as of which the Current Market Price shall be computed shall be) the computation date specified in the next succeeding sentence of this Section 6.038.3, and (b) the aggregate consideration for such maximum number of Additional Shares of Common Stock shall be (subject to Section 6.05 8.5 hereof) the consideration received by the Company for the issuance or sale of such Additional Shares of Common Stock pursuant to the terms of such Options or pursuant to the terms of such Convertible Securities. For purposes of this Section 6.038.3, the computation date for clause (a) above shall be the earlier of (i) the date on which the Company shall take a record of the holders of its Common Stock Shares for the purpose of entitling them to receive any such Options, (ii) the date on which the Company shall enter into a firm contract for the issuance or sale of such Options and (iii) the date on which the Company shall issue or sell such Options. No further adjustment of the number of shares Warrant Shares purchasable upon exercise of Common Stock Warrant Agreement ----------------- comprising a Stock Unit the Warrants shall be made under this Section 6.03 8.3 upon the issuance or sale of any Options to subscribe for or purchase any Additional Shares of Common Stock or any Convertible Securities or upon the subsequent issue or sale of Additional Shares of Common Stock upon the exercise of such Options, if any such adjustment shall previously have been made upon the issuance or sale of such Option or upon the setting of a record date therefor, or upon any deemed issuance or sale of such Additional Shares of Common StockShares, as a distribution or a dividend which is distributed or declared and paid in accordance with Section 7.02 9.2 hereof. Notwithstanding the foregoing, any issuance of an Option which is issued together with a debt security of the Company, as a unit, shall be treated for the purpose of this Section 6 8 as the issuance of a Convertible Security.

Issuance of Options. If at any time the Company shall issue or sell, or shall fix a record date for the determination of holders of any class of securities entitled to receive, any Options, whether or not the rights to purchase thereunder are immediately exercisable, and the consideration received by the Company in payment for such Options (determined in accordance with Section 6.06(a) hereof) shall be less than the Current Market Price in effect on the date of and immediately prior to such issuance, sale or fixing of a record date, then the number of shares of Common Stock thereafter comprising a Stock Unit shall be adjusted as provided in Section 6.02 hereof on the basis that (a) the maximum number of Additional Shares of Common Stock issuable pursuant to all such Options shall be deemed to have been issued as of (and, accordingly, the date as of which the Current Market Price shall be computed shall be) the computation date specified in the next succeeding sentence of this Section 6.03, and (b) the aggregate consideration for such maximum number of Additional Shares of Common Stock shall be (subject to Section 6.05 hereof) the consideration received by the Company for the issuance or sale of such Additional Shares of Common Stock pursuant to the terms of such Options or pursuant to the terms of such Convertible Securities. For purposes of this Section 6.03, the computation date for clause (a) above shall be the earlier of (i) the date on which the Company shall take a record of the holders of its Common Stock for the purpose of entitling them to receive any such Options, (ii) the date on which the Company shall enter into a firm contract for the issuance or sale of such Options and (iii) the date on which the Company shall issue or sell such Options. No further adjustment of the number of shares of Common Stock Warrant Agreement ----------------- comprising a Stock Unit shall be made under this Section 6.03 upon the issuance or sale of any Options to subscribe for or purchase any Additional Shares of Common Stock or any Convertible Securities or upon the subsequent issue or sale Warrant Agreement ----------------- of Additional Shares of Common Stock upon the exercise of such Options, if any such adjustment shall previously have been made upon the issuance or sale of such Option or upon the setting of a record date therefor, or upon any deemed issuance or sale of such Additional Shares of Common Stock, as a distribution or a dividend which is distributed or declared and paid in accordance with Section 7.02 hereof. Notwithstanding the foregoing, any issuance of an Option which is issued together with a debt security of the Company, as a unit, shall be treated for the purpose of this Section 6 as the issuance of a Convertible Security.

Issuance of Options. If at any time the Company shall issue or sell, or shall fix a record date for the determination of holders of any class of securities entitled to receive, any Options, whether or not the rights to purchase thereunder are immediately exercisable, and the consideration received by the Company in payment for such Options (determined in accordance with Section 6.06(aSECTION 6.06(A) hereof) shall be less than the Current Market Price in effect on the date of and immediately prior to such issuance, sale or fixing of a record date, then the number of shares of Common Stock thereafter comprising a Stock Unit shall be adjusted as provided in Section SECTION 6.02 hereof on the basis that (a) the maximum number of Additional Shares of Common WARRANT AGREEMENT Stock issuable pursuant to all such Options shall be deemed to have been issued as of (and, accordingly, the date as of which the Current Market Price shall be computed shall be) the computation date specified in the next succeeding sentence of this Section SECTION 6.03, and (b) the aggregate consideration for such maximum number of Additional Shares of Common Stock shall be (subject to Section SECTION 6.05 hereof) the consideration received by the Company for the issuance or sale of such Additional Shares of Common Stock pursuant to the terms of such Options or pursuant to the terms of such Convertible Securities. For purposes of this Section SECTION 6.03, the computation date for clause (a) above shall be the earlier of (i) the date on which the Company shall take a record of the holders of its Common Stock for the purpose of entitling them to receive any such Options, (ii) the date on which the Company shall enter into a firm contract for the issuance or sale of such Options and (iii) the date on which the Company shall issue or sell such Options. No further adjustment of the number of shares of Common Stock Warrant Agreement ----------------- comprising a Stock Unit shall be made under this Section SECTION 6.03 upon the issuance or sale of any Options to subscribe for or purchase any Additional Shares of Common Stock or any Convertible Securities or upon the subsequent issue or sale of Additional Shares of Common Stock upon the exercise of such Options, if any such adjustment shall previously have been made upon the issuance or sale of such Option or upon the setting of a record date therefor, or upon any deemed issuance or sale of such Additional Shares of Common Stock, as a distribution or a dividend which is distributed or declared and paid in accordance with Section SECTION 7.02 hereof. Notwithstanding the foregoing, any issuance of an Option which is issued together with a debt security of the Company, as a unit, shall be treated for the purpose of this Section SECTION 6 as the issuance of a Convertible Security.