Common use of Issuance of Options Clause in Contracts

Issuance of Options. If the Company in any manner grants or sells any Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option is less than the Applicable Price, then such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i), the “lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock upon the granting or sale of the Option, upon exercise of the Option and upon conversion, exercise or exchange of any Convertible Security issuable upon exercise of such Option. No further adjustment of the Conversion Price shall be made upon the actual issuance of such share of Common Stock or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such Common Stock upon conversion or exchange or exercise of such Convertible Securities.

Issuance of Options. If the Company in any manner grants or sells any Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, Options and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or conversion, exchange or exercise of any Convertible Securities issuable upon exercise of such Option is less than the Applicable Price, then such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i2(f)(i)(A), the “"lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or conversion, exchange or exercise of any Convertible Securities issuable upon exercise of such Option” " shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock upon the granting or sale of the Option, upon exercise of the Option and upon conversion, exchange or exercise or exchange of any Convertible Security issuable upon exercise of such Option. No further adjustment of the Conversion Price shall be made upon the actual issuance of such share of Common Stock or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such Common Stock upon conversion or conversion, exchange or exercise of such Convertible Securities.

Issuance of Options. If the Company in any manner grants any rights, warrants or sells any options to subscribe for or purchase Common Stock or Convertible Securities (as defined below) ("Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, ") and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion conversion, exercise or exchange or exercise of any Convertible Securities issuable upon exercise of any such Option is less than the Applicable then current Exercise Price, then such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i9(c)(i), the “"lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option” Options or upon conversion, exercise or exchange of such Convertible Securities" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock upon the granting or sale of the Option, upon exercise of the Option and upon conversion, exercise or exchange of any Convertible Security issuable upon exercise of such Option. No further adjustment of the Conversion Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such share of Common Stock or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such Common Stock upon conversion conversion, exercise or exchange or exercise of such Convertible Securities.

Issuance of Options. If after the date hereof, the Company in any manner grants or sells any options to purchase Shares other than Excluded Securities (“Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, ”) and the lowest price per share Share for which one share of Common Stock Share is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities convertible securities issuable upon exercise of any such Option is less than the Applicable Price, then such share of Common Stock Share shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i4(b)(i), the “lowest price per share for which one share of Common Stock Share is issuable upon the exercise of any such Option Options or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option” convertible securities shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock Share (x) upon the granting or sale of the Option, Option and (y) upon exercise of the Option and or upon conversion, exercise conversion or exchange of any Convertible Security convertible security issuable upon exercise of such Option. No further adjustment of the Conversion Exercise Price shall be made upon the actual issuance of such share of Common Stock Shares or of such Convertible Securities convertible securities upon the exercise of such Options or upon the actual issuance of such Common Stock Shares upon conversion or exchange or exercise of such Convertible Securitiesconvertible securities.

Issuance of Options. If the Company in any manner grants or sells any Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, Options and the lowest price per share for which one share of Common Stock Share is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option is less than the Applicable PriceConversion Price in effect immediately prior to such issue or sale, then each such share of Common Stock Share underlying such Option shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i4.4(a)(i), the “lowest price per share for which one share of Common Stock Share is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock Share upon the granting or sale of the Option, upon exercise of the Option and upon conversion, exercise conversion or exchange or exercise of any Convertible Security issuable upon exercise of such Option. No further adjustment of the Conversion Price shall be made upon the actual issuance of such share of Common Stock Share or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such Common Stock Shares upon conversion or exchange or exercise of such Convertible Securities.

Issuance of Options. If after the date hereof, the Company in any manner grants or sells any Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, Options (other than Excluded Securities) and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities convertible securities issuable upon exercise of any such Option is less than the Applicable Price, then such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i8(b)(i), the “lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option Options or upon conversion or exchange or exercise of any such Convertible Securities issuable upon exercise of such Option” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock upon the granting or sale of the Option, upon exercise of the Option and or upon conversion, exercise conversion or exchange of any Convertible Security convertible security issuable upon exercise of such Option. No further adjustment of the Conversion Warrant Exercise Price shall be made upon the actual issuance of such share of Common Stock or of such Convertible Securities convertible securities upon the exercise of such Options or upon the actual issuance of such Common Stock upon conversion or exchange or exercise of such Convertible Securitiesconvertible securities.

Issuance of Options. If the Company in any manner grants or sells any Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, Options (other than Excluded Stock) and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or conversion, exchange or exercise of any Convertible Securities issuable upon exercise of such Option is less than the Applicable PriceConversion Price in effect immediately prior to such Dilutive Issuance, then such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i9(d)(i), the “lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or conversion, exchange or exercise of any Convertible Securities issuable upon exercise of such Option” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock upon the granting or sale of the Option, upon exercise of the Option and upon conversion, exchange or exercise or exchange of any Convertible Security issuable upon exercise of such Option. No further adjustment of the Conversion Price shall be made upon the actual issuance of such share of Common Stock or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such Common Stock upon conversion or conversion, exchange or exercise of such Convertible Securities.

Issuance of Options. If the Company in any manner grants or sells any Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, Options (other than Exluded Securities) and the lowest price per share for which one share of shares of Common Stock is issuable upon the exercise of any such Option or upon conversion conversion, exercise or exchange or exercise of any Convertible Securities issuable upon exercise of any such Option is less than the Applicable Price, then such share shares of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i2(a)(i), the “"lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option” Options or upon conversion, exercise or exchange of such Convertible Securities" shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock upon the granting or sale of the Option, upon exercise of the Option and upon conversion, exercise or exchange of any Convertible Security issuable upon exercise of such Option. No further adjustment of the Conversion Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such share shares of Common Stock or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such shares of Common Stock upon conversion conversion, exercise or exchange or exercise of such Convertible Securities.

Issuance of Options. If the Company in any manner grants or sells any Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, Options and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion conversion, exercise or exchange or exercise of any Convertible Securities issuable upon exercise of any such Option is less than the Applicable Current Conversion Price, then such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i), the “lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion conversion, exercise or exchange or exercise of any Convertible Securities issuable upon exercise of any such Option” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock upon the granting or sale of the such Option, upon exercise of the such Option and upon conversion, exercise or exchange of any Convertible Security issuable upon exercise of such Option. No Except as contemplated below, no further adjustment of the Conversion Price shall be made upon the actual issuance of such share of Common Stock or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such share of Common Stock upon conversion conversion, exercise or exchange or exercise of such Convertible Securities.

Issuance of Options. If the Company in any manner grants or sells any Options, whether or not immediately exercisable, in one transaction or in a series of related transactionsother than Excluded Securities, and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option is less than the Applicable Price, then then, solely for purposes of this Section 7, such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i), the “lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock upon the granting or sale of the Option, upon exercise of the Option and upon conversion, exercise conversion or exchange or exercise of any Convertible Security issuable upon exercise of such Option. No further adjustment of the Conversion Price shall be made upon the actual issuance of such share of Common Stock or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such Common Stock upon conversion or exchange or exercise of such Convertible Securities.

Issuance of Options. If the Company in any manner grants or sells any Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, Options (other than Excluded Issuances) and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or conversion, exchange or exercise of any Convertible Securities issuable upon exercise of any such Option is less than the Applicable PriceWarrant Price in effect immediately prior to such Dilutive Issuance, then such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i9(b)(i), the “lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or conversion, exchange or exercise of any Convertible Securities issuable upon exercise of any such Option” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock upon the granting or sale of the Option, upon exercise of the Option and upon conversion, exchange or exercise or exchange of any Convertible Security issuable upon exercise of such Option. No further adjustment of the Conversion Warrant Price shall be made upon the actual issuance of such share of Common Stock or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such Common Stock upon conversion or conversion, exchange or exercise of such Convertible Securities.

Issuance of Options. If the Company SDINC in any manner grants or sells any Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, Options and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion conversion, exercise or exchange or exercise of any Convertible Securities issuable upon exercise of any such Option is less than the Applicable Price, then such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company SDINC at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i15.6.2(i), the “lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option Options or upon conversion conversion, exercise or exchange or exercise of any Convertible Securities issuable upon exercise of any such Option” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company SDINC with respect to any one share of Common Stock upon the granting or sale of the Option, upon exercise of the Option and upon conversion, exercise or exchange of any Convertible Security issuable upon exercise of such Option. No Except as contemplated below, no further adjustment of the Conversion Price shall be made upon the actual issuance of such share shares of Common Stock or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such shares of Common Stock upon conversion conversion, exercise or exchange or exercise of such Convertible Securities.

Issuance of Options. If the Company in any manner grants or sells any Options, whether or not immediately exercisable, in one transaction or in a series of related transactionsother than Excluded Securities, and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion conversion, exercise or exchange or exercise of any Convertible Securities issuable upon exercise of any such Option is less than the Applicable Price, then then, solely for purposes of this Section 2, such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i2(a)(i), the “lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such OptionOptions or upon conversion, exercise or exchange of such Convertible Securities” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock upon the granting or sale of the Option, upon exercise of the Option and upon conversion, exercise or exchange of any Convertible Security issuable upon exercise of such Option. No further adjustment of the Conversion Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such share of Common Stock or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such Common Stock upon conversion conversion, exercise or exchange or exercise of such Convertible Securities.

Issuance of Options. If the Company in any manner grants or sells any Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, Options (as defined below) (other than any Excluded Securities) and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities (as defined below) issuable upon exercise of such Option is less than the Applicable Exercise Price, then such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i2(b)(1), the “lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock upon the granting or sale of the Option, upon exercise of the Option and upon conversion, exercise conversion or exchange or exercise of any Convertible Security issuable upon exercise of such Option. No further adjustment of the Conversion Exercise Price shall be made upon the actual issuance of such share of Common Stock or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such Common Stock upon conversion or exchange or exercise of such Convertible Securities.

Issuance of Options. If the Company in any manner grants or sells any Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, Options (other than any Excluded Securities) and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option is less than the Applicable Price, then such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i), the “"lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option” " shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock upon the granting or sale of the Option, upon exercise of the Option and upon conversion, exercise conversion or exchange or exercise of any Convertible Security issuable upon exercise of such Option. No further adjustment of the Conversion Price shall be made upon the actual issuance of such share of Common Stock or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such Common Stock upon conversion or exchange or exercise of such Convertible Securities.

Issuance of Options. If after the date hereof, the Company in any manner grants or sells any options to purchase Ordinary Shares other than Excluded Securities (“Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, ”) and the lowest price per share Ordinary Share for which one share of Common Stock Ordinary Share is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities convertible securities issuable upon exercise of any such Option is less than the Applicable Price, then such share of Common Stock Ordinary Share shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i4(b)(i), the “lowest price per share for which one share of Common Stock Ordinary Share is issuable upon the exercise of any such Option Options or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option” convertible securities shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock Ordinary Share (x) upon the granting or sale of the Option, Option and (y) upon exercise of the Option and or upon conversion, exercise conversion or exchange of any Convertible Security convertible security issuable upon exercise of such Option. No further adjustment of the Conversion Exercise Price shall be made upon the actual issuance of such share of Common Stock Ordinary Shares or of such Convertible Securities convertible securities upon the exercise of such Options or upon the actual issuance of such Common Stock Ordinary Shares upon conversion or exchange or exercise of such Convertible Securitiesconvertible securities.

Issuance of Options. If If, after the date hereof, the Company in any manner grants or sells any Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, Options (other than pursuant to an Approved Stock Plan) and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities convertible securities issuable upon exercise of any such Option is less than the Applicable Price, then such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i8(b)(i), the “lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option Options or upon conversion or exchange or exercise of any such Convertible Securities issuable upon exercise of such Option” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock upon the granting or sale of the Option, upon exercise of the Option and or upon conversion, exercise conversion or exchange of any Convertible Security convertible security issuable upon exercise of such Option. No further adjustment of the Conversion Warrant Exercise Price shall be made upon the actual issuance of such share of Common Stock or of such Convertible Securities convertible securities upon the exercise of such Options or upon the actual issuance of such Common Stock upon conversion or exchange or exercise of such Convertible Securitiesconvertible securities.

Issuance of Options. If the Company Borrower in any manner grants or sells any Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, Options and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option is less than the Applicable Price, then such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company Borrower at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i8.1.1(a), the “lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company Borrower with respect to any one share of Common Stock upon the granting or sale of the Option, upon exercise of the Option and upon conversion, exercise conversion or exchange or exercise of any Convertible Security issuable upon exercise of such Option. No further adjustment of the Conversion Price shall be made upon the actual issuance of such share of Common Stock or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such Common Stock upon conversion or exchange or exercise of such Convertible Securities.

Issuance of Options. If the Company in any manner grants or sells any rights, warrants or options to subscribe for or purchase shares of Common Stock or any stock or securities (other than Options, whether ) directly or not immediately exercisable, in one transaction indirectly convertible into or in a series of related transactions, exercisable or exchangeable for Common Stock (“Convertible Securities”) (“Options”) and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option is less than the Applicable Price, then such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i)Section, the “lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock upon the granting or sale of the Option, upon exercise of the Option and upon conversion, exercise conversion or exchange or exercise of any Convertible Security issuable upon exercise of such Option. No further adjustment of the Conversion Floor Price shall be made upon the actual issuance of such share of Common Stock or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such Common Stock upon conversion or exchange or exercise of such Convertible Securities.. Initials Initials

Issuance of Options. If the Company in any manner grants or sells any Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, Options after the Subscription Date and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option is less than the Applicable Price, then each such share of Common Stock underlying such Option shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i2(f)(i)(A), the “lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock upon the granting or sale of the Option, upon exercise of the Option and upon conversion, exercise conversion or exchange or exercise of any Convertible Security issuable upon exercise of such Option. No further adjustment of the Conversion Price shall be made upon the actual issuance of such share of Common Stock or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such Common Stock upon conversion or exchange or exercise of such Convertible Securities.

Issuance of Options. If the Company in any manner grants or sells any OptionsOptions (as defined below), whether or not immediately exercisable, other than in one transaction or in a series of related transactionsconnection with any Exempt Issuance, and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion conversion, exercise or exchange or exercise of any Convertible Securities (as defined below) issuable upon exercise of any such Option is less than the Applicable Price, then such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i3(b)(i), the “lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option Options or upon conversion conversion, exercise or exchange or exercise of any such Convertible Securities issuable upon exercise of any such Option” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock upon the granting or sale of the Option, upon exercise of the Option and upon conversion, exercise or exchange of any Convertible Security issuable upon exercise of such Option. No further adjustment of the Conversion Exercise Price shall be made upon the actual issuance of such share shares of Common Stock or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such shares of Common Stock upon conversion or exchange or conversion, exercise of such Convertible Securities.or

Issuance of Options. If the Company in any manner grants or sells any Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, Options and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option is less than the Pre-Qualified IPO Applicable Price or the Post-Qualified IPO Applicable Price, as the case may be, then such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i), the “lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option” Option shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock (A) upon the granting or sale of the Option, (B) upon exercise of the Option and (C) upon conversion, exercise conversion or exchange or exercise of any Convertible Security issuable upon exercise of such Option. No further adjustment of the Conversion Price shall be made upon the actual issuance of such share of Common Stock or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such Common Stock upon conversion or exchange or exercise of such Convertible Securities.

Issuance of Options. If the Company in any manner grants or sells any Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion conversion, exercise or exchange or exercise of any Convertible Securities issuable upon exercise of any such Option is less than the Applicable Price, then such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i2(a)(i), the “lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion conversion, exercise or exchange or exercise of any Convertible Securities issuable upon exercise of any such Option” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock upon the granting or sale of the Option, upon exercise of the Option and upon conversion, exercise or exchange of any Convertible Security issuable upon exercise of such Option. No further adjustment of the Conversion Exercise Price or number of Warrant Shares shall be made upon the actual issuance of such share shares of Common Stock or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such shares of Common Stock upon conversion conversion, exercise or exchange or exercise of such Convertible Securities.

Issuance of Options. If the Company in any manner grants or sells any OptionsOptions (as defined below), whether or not immediately exercisable, other than in one transaction or in a series of related transactionsconnection with any Exempt Issuance, and the lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option or upon conversion conversion, exercise or exchange or exercise of any Convertible Securities (as defined below) issuable upon exercise of any such Option is less than the Applicable Price, then such share of Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i3(b)(i), the “lowest price per share for which one share of Common Stock is issuable upon the exercise of any such Option Options or upon conversion conversion, exercise or exchange or exercise of any such Convertible Securities issuable upon exercise of any such Option” shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of Common Stock upon the granting or sale of the Option, upon exercise of the Option and upon conversion, exercise or exchange of any Convertible Security issuable upon exercise of such Option. No further adjustment of the Conversion Exercise Price shall be made upon the actual issuance of such share shares of Common Stock or of such Convertible Securities upon the exercise of such Options or upon the actual issuance of such Common Stock upon conversion or exchange or exercise of such Convertible Securities.or

Issuance of Options. If after the Company date hereof, Stemtech in any manner grants or sells any options to purchase Common Shares other than Excluded Securities (“Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, ”) and the lowest price per share Common Share for which one share of Common Stock Share is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities convertible securities issuable upon exercise of any such Option is less than the Applicable Price, then such share of Common Stock Share shall be deemed to be outstanding and to have been issued and sold by the Company Stemtech at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i4(b)(i), the “lowest price per share for which one share of Common Stock Share is issuable upon the exercise of any such Option Options or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option” convertible securities shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company Stemtech with respect to any one share of Common Stock Share (x) upon the granting or sale of the Option, Option and (y) upon exercise of the Option and or upon conversion, exercise conversion or exchange of any Convertible Security convertible security issuable upon exercise of such Option. No further adjustment of the Conversion Exercise Price shall be made upon the actual issuance of such share of Common Stock Shares or of such Convertible Securities convertible securities upon the exercise of such Options or upon the actual issuance of such Common Stock Shares upon conversion or exchange or exercise of such Convertible Securitiesconvertible securities.

Issuance of Options. If after the date hereof, the -------------------- Company in any manner grants any rights, warrants or sells any options to subscribe for or purchase shares of the Common Stock or convertible securities ("Options, whether or not immediately exercisable, in one transaction or in a series of related transactions, ") and ------- the lowest price per share for which one share of the Common Stock is issuable upon the exercise of any such Option or upon conversion or exchange or exercise of any Convertible Securities convertible securities issuable upon exercise of any such Option is less than the Applicable PriceFixed Conversion Price then in effect, then such share of the Common Stock shall be deemed to be outstanding and to have been issued and sold by the Company at the time of the granting or sale of such Option for such price per share. For purposes of this Section 7(a)(i5.01(b)(i), the “lowest price per share for which one share of the Common Stock is issuable upon the exercise of any such Option Options or upon conversion or exchange or exercise of any Convertible Securities issuable upon exercise of such Option” convertible securities shall be equal to the sum of the lowest amounts of consideration (if any) received or receivable (but excluding any contingent amounts) by the Company with respect to any one share of the Common Stock upon the granting or sale of the Option, upon exercise of the Option and or upon conversion, exercise conversion or exchange of any Convertible Security other convertible security other than this Debenture issuable upon exercise of such Option. No further adjustment of the Fixed Conversion Price shall be made upon the actual issuance of such share of Common Stock or of such Convertible Securities convertible securities upon the exercise of such Options or upon the actual issuance of such Common Stock upon conversion or exchange or exercise of such Convertible Securitiesconvertible securities.