Common use of Issuance of Rights or Options Clause in Contracts

Issuance of Rights or Options. If on or after the Closing Date, the Company in any manner grants any right or option to subscribe for or purchase Common Stock or any stock or other securities convertible into or exchangeable for Common Stock (such rights or options being herein called "Options" and such convertible or exchangeable securities being herein called "Convertible Securities") and the price per share for which any shares of Common Stock are issuable upon the exercise of any such Option or upon conversion or exchange of any such Convertible Security is less than the Fair Market Value per share of in effect immediately prior to the granting of such Option, then the number of shares of Common Stock issuable upon exercise of the Warrant shall be adjusted pursuant to Section 2.1 as if such shares of Common Stock had been issued and sold by the Company for such price per share. For purposes of this paragraph, the "price per share for which any shares of Common Stock are issuable" will be equal to the sum of the lowest amounts of consideration (if any) received or receivable by the Company with respect to such shares of Common Stock upon the granting of the Option, upon exercise of the Option and upon conversion or exchange of the Convertible the Security. No further adjustment of the number of shares of Common Stock issuable upon exercise of the Warrant will be made upon the actual issuance of such Common Stock or of such Convertible Security upon the exercise of such Options or of such Common Stock upon conversion or exchange of such Convertible Securities.

Appears in 1 contract

Samples: Warrant Agreement (Ramsay Youth Services Inc)

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Issuance of Rights or Options. If on or after the Closing Date, Commencement Date the Company in any manner issues, grants or sells any right or option to subscribe for or purchase Common Stock or any stock or other securities convertible into or exchangeable for Common Stock (such rights or options being herein called "Options" and such convertible or exchangeable securities being herein called "Convertible Securities") Options and the price per share for which any shares a share of Common Stock are is issuable upon the exercise of any such Option Option, or upon conversion or exchange of any such Convertible Security issuable upon exercise of such Option, is less than the Fair Market Value per share of Purchase Price in effect immediately prior to the time of the granting or sale of such Option, then the total maximum number of shares of Common Stock issuable upon the exercise of such Options, or upon conversion or exchange of the Warrant total maximum amounts of such Convertible Securities issuable upon the exercise of such Options, shall be adjusted pursuant deemed to Section 2.1 as if such shares be outstanding for purposes of determining the Common Stock had Deemed Outstanding and to have been issued and sold by the Company at such time for such price per share. For purposes of this paragraphSection 4.1(i), the "price per share for which any shares a share of Common Stock are is issuable" will shall be equal 10 to the sum of the lowest amounts amount of consideration (if any) received or receivable by the Company with respect to such shares of Common Stock upon the granting issuance, grant or sale of the Option, upon plus the amount of consideration (if any) that would be received by the Company with respect to exercise of the Option and upon in full plus the amount of consideration (if any) that would be received by the Company with respect to conversion or exchange in full of any Convertible Security issuable upon exercise of such Option, all divided by the Convertible the Security. No further adjustment of the total number of shares of Common Stock issuable upon exercise of the Warrant will Option and conversion or exchange of the Convertible Security. No further adjustment of the Purchase Price shall be made upon the actual issuance issue of such Common Stock or of such Convertible Security upon the exercise of such Options or upon the actual issue of such Common Stock upon conversion or exchange of such Convertible SecuritiesSecurity.

Appears in 1 contract

Samples: Warrant Acquisition Agreement (Integrated Health Services Inc)

Issuance of Rights or Options. If on or after the Closing Date, Commencement Date the Company in any manner issues, grants or sells any right or option to subscribe for or purchase Common Stock or any stock or other securities convertible into or exchangeable for Common Stock (such rights or options being herein called "Options" and such convertible or exchangeable securities being herein called "Convertible Securities") Options and the price per share for which any shares a share of Common Stock are is issuable upon the exercise of any such Option Option, or upon conversion or exchange of any such Convertible Security issuable upon exercise of such Option, is less than one half of the Fair Market Value per share of Purchase Price in effect immediately prior to the time of the granting or sale of such Option, then the total maximum number of shares of Common Stock issuable upon the exercise of such Options, or upon conversion or exchange of the Warrant total maximum amounts of such Convertible Securities issuable upon the exercise of such Options, shall be adjusted pursuant deemed to Section 2.1 as if such shares be outstanding for purposes of determining the Common Stock had Deemed Outstanding and to have been issued and sold by the Company at such time for such price per share. For purposes of this paragraphSection 4.1(i), the "price per share for which any shares a share of Common Stock are is issuable" will shall be equal to the sum of the lowest amounts amount of consideration (if any) received or receivable by the Company with respect to such shares of Common Stock upon the granting issuance, grant or sale of the Option, upon plus the amount of consideration (if any) that would be received by the Company with respect to exercise of the Option and upon in full plus the amount of consideration (if any) that would be received by the Company with respect to conversion or exchange in full of any Convertible Security issuable upon exercise of such Option, all divided by the Convertible the Security. No further adjustment of the total number of shares of Common Stock issuable upon exercise of the Warrant will Option and conversion or exchange of the Convertible Security. No further adjustment of the Purchase Price shall be made upon the actual issuance issue of such Common Stock or of such Convertible Security upon the exercise of such Options or upon the actual issue of such Common Stock upon conversion or exchange of such Convertible SecuritiesSecurity.

Appears in 1 contract

Samples: Warrant Acquisition Agreement (Community Care of America Inc)

Issuance of Rights or Options. If on or after the Closing Date, Commencement Date the Company in any manner issues, grants or sells any right or option to subscribe for or purchase Common Stock or any stock or other securities convertible into or exchangeable for Common Stock (such rights or options being herein called "Options" and such convertible or exchangeable securities being herein called "Convertible Securities") Options and the price per share for which any shares a share of Common Stock are is issuable upon the exercise of any such Option Option, or upon conversion or exchange of any such Convertible Security issuable upon exercise of such Option, is less than one half of the Fair Market Value per share of Purchase Price in effect immediately prior to the time of the granting or sale of such Option, then the total maximum number of shares of Common Stock issuable upon the exercise of such Options, or upon conversion or exchange of the Warrant total maximum amounts of such Convertible Securities issuable upon the exercise of such Options, shall be adjusted pursuant deemed to Section 2.1 as if such shares be outstanding for purposes of determining the Common Stock had Deemed Outstanding and to have been issued and sold by the Company at such time for such price per share. For purposes of this paragraphSection 4.1(i), the "price per share for which any shares a share of Common Stock are is issuable" will shall be equal 20 to the sum of the lowest amounts amount of consideration (if any) received or receivable by the Company with respect to such shares of Common Stock upon the granting issuance, grant or sale of the Option, upon plus the amount of consideration (if any) that would be received by the Company with respect to exercise of the Option and upon in full plus the amount of consideration (if any) that would be received by the Company with respect to conversion or exchange in full of any Convertible Security issuable upon exercise of such Option, all divided by the Convertible the Security. No further adjustment of the total number of shares of Common Stock issuable upon exercise of the Warrant will Option and conversion or exchange of the Convertible Security. No further adjustment of the Purchase Price shall be made upon the actual issuance issue of such Common Stock or of such Convertible Security upon the exercise of such Options or upon the actual issue of such Common Stock upon conversion or exchange of such Convertible SecuritiesSecurity.

Appears in 1 contract

Samples: Warrant Acquisition Agreement (Integrated Health Services Inc)

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Issuance of Rights or Options. If on or after the Closing Date, Commencement Date the Company in any manner issues, grants or sells any right or option to subscribe for or purchase Common Stock or any stock or other securities convertible into or exchangeable for Common Stock (such rights or options being herein called "Options" and such convertible or exchangeable securities being herein called "Convertible Securities") Options and the price per share for which any shares a share of Common Stock are is issuable upon the exercise of any such Option Option, or upon conversion or exchange of any such Convertible Security issuable upon exercise of such Option, is less than the Fair Market Value per share of Purchase Price in effect immediately prior to the time of the granting or sale of such Option, then the total maximum number of shares of Common Stock issuable upon the exercise of such Options, or upon conversion or exchange of the Warrant total maximum amounts of such Convertible Securities issuable upon the exercise of such Options, shall be adjusted pursuant deemed to Section 2.1 as if such shares be outstanding for purposes of determining the Common Stock had Deemed Outstanding and to have been issued and sold by the Company at such time for such price per share. For purposes of this paragraphSection 4.1(i), the "price per share for which any shares a share of Common Stock are is issuable" will shall be equal to the sum of the lowest amounts amount of consideration (if any) received or receivable by the Company with respect to such shares of Common Stock upon the granting issuance, grant or sale of the Option, upon plus the amount of consideration (if any) that would be received by the Company with respect to exercise of the Option and upon in full plus the amount of consideration (if any) that would be received by the Company with respect to conversion or exchange in full of any Convertible Security issuable upon exercise of such Option, all divided by the Convertible the Security. No further adjustment of the total number of shares of Common Stock issuable upon exercise of the Warrant will Option and conversion or exchange of the Convertible Security. No further adjustment of the Purchase Price shall be made upon the actual issuance issue of such Common Stock or of such Convertible Security upon the exercise of such Options or upon the actual issue of such Common Stock upon conversion or exchange of such Convertible SecuritiesSecurity.

Appears in 1 contract

Samples: Warrant Acquisition Agreement (Community Care of America Inc)

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