Minimum Acceptable Price. (i) With respect to each Advance Notice selecting an Option 2 Pricing Period, the Company may notify the Investor of the MAP with respect to such Advance by indicating a MAP on such Advance Notice. If no MAP is specified in an Advance Notice, then no MAP shall be in effect in connection with such Advance. Each Trading Day during an Option 2 Pricing Period for which (A) with respect to each Advance Notice with a MAP, the VWAP of the Common Shares is below the MAP in effect with respect to such Advance Notice, or (B) there is no VWAP (each such day, an “Excluded Day”), shall result in an automatic reduction to the number of Advance Shares set forth in such Advance Notice by one-third (the resulting amount of each Advance being the “Adjusted Advance Amount”), and each Excluded Day shall be excluded from the Option 2 Pricing Period for purposes of determining the Market Price.
(ii) The total Advance Shares in respect of each Advance (after reductions have been made to arrive at the Adjusted Advance Amount, if any) shall be automatically increased by such number of Common Shares (the “Additional Shares”) equal to the number of Common Shares sold by the Investor on such Excluded Day, if any, and the price paid per share for each Additional Share shall be equal to the MAP in effect with respect to such Advance Notice multiplied by 97%, provided that this increase shall not cause the total Advance Shares to exceed the amount set forth in the original Advance Notice or any limitations set forth in Section 2.01(c).
Minimum Acceptable Price. (i) With respect to each Advance Notice (A) the amount of the Advance set forth in such Advance Notice shall automatically be reduced by 20% for each Trading Day during the Pricing Period that the VWAP of the Common Stock is below the MAP in effect on such Trading Day (each such day, an “Excluded Day”), and (B) each Excluded Day shall be excluded from the Pricing Period for purposes of determining the Market Price.
(ii) The number of Shares to be issued and delivered to the Investor at each Closing (in accordance with Section 2.02 of this Agreement) with respect to an Advance Notice with a MAP shall be determined based on the Advance Notice amount as reduced pursuant to Section 2.01(b)(i)(A) above, provided however, with respect to each Excluded Day the Investor shall purchase and the Company shall sell Shares (in a total amount for each Excluded Day not to exceed 20% of the amount of the Advance set forth in such Advance Notice) in an amount equal to the number of Shares sold by the Investor on such Excluded Day at a price per share equal to the MAP in effect on such Excluded Day (without any further discount).
Minimum Acceptable Price. (i) With respect to each Advance Notice, the Company may notify the Investor of the MAP with respect to such Advance by indicating a MAP on such Advance Notice. If no MAP is specified in an Advance Notice, then no MAP shall be in effect in connection with such Advance. Each Trading Day during a Pricing Period for which (A) with respect to each Advance Notice with a MAP, the VWAP of the Common Shares is below the MAP in effect with respect to such Advance Notice, or (B) there is no VWAP (each such day, an “Excluded Day”), shall result in an automatic reduction to the number of Advance Shares set forth in such Advance Notice by 30% (the resulting amount of each Advance being the “Adjusted Advance Amount”), and each Excluded Day shall be excluded from the Pricing Period for purposes of determining the Market Price.
(ii) The total Shares in respect of each Advance (after reductions have been made to arrive at the Adjusted Advance Amount) shall be automatically increased by such number of Common Shares (the “Additional Shares”) equal to the number of Common Shares sold by the Investor on such Excluded Day, if any, and the price paid per share for each Additional Share shall be equal to the MAP in effect with respect to such Advance Notice (without any further discount), provided that this increase shall not cause the total Advance to exceed the amount set forth in the original Advance Notice or any limitations set forth in Section 2.01(c).
Minimum Acceptable Price. In connection with each Advance Notice, the Company may indicate a minimum acceptable price (the “Minimum Acceptable Price”); provided, however that a Minimum Acceptable Price shall never be more than 95% of the last closing price of the Ordinary Shares on the TASE at the time the Company delivers an Advance Notice. Upon the issuance by the Company of an Advance Notice with a Minimum Acceptable Price, (i) the amount of the Advance set forth in such Advance Notice shall automatically be reduced by 20% for each TASE Trading Day during the Pricing Period that the VWAP of the Ordinary Shares is below the Minimum Acceptable Price (each such day, an “Excluded Day”), and (ii) each Excluded Day shall be excluded from the Pricing Period for purposes of determining the Market Price. The number of Ordinary Shares to be delivered to the Investor at the Closing (in accordance with Section 2.02 of this Agreement) shall correspond with the Advance Notice amount as reduced pursuant to clause (a) above, except that the Company shall be obligated to sell, and the Investor shall be obligated to purchase any Ordinary Shares corresponding to such Advance Notice that have been sold by the Investor on an Excluded Day at a price equal to such Minimum Acceptable Price.
Minimum Acceptable Price. Simultaneous with each Advance Notice, the Company shall specify the Minimum Acceptable Price for such Advance. This designation shall operate as a floor for such Advance. The Company shall automatically withdraw a pro rata portion of the Advance Notice amount based on the number of days the closing bid price of the Company's Common Stock (as reported by Bloomberg, L.P.) during the Pricing Period is lower than the Minimum Acceptable Price. The shares of Common Stock issued shall also be reduced to correspond with the reduction in the Advance Notice amount. For example, if the closing bid price of the Company's Common Stock on the Advance Notice Date is $0.90, and the Minimum Acceptable Price as determined by the Company is $0.89, the Advance Notice amount shall be reduced by Twenty Percent (20%) for every day during the Pricing Period that the closing bid price of the Company's common stock is below $0.89.
Minimum Acceptable Price. In connection with each Advance Notice, the Company may indicate a minimum acceptable price (the “Minimum Acceptable Price”). Upon the issuance by the Company of an Advance Notice with a Minimum Acceptable Price, (i) the amount of the Advance set forth in such Advance Notice shall automatically be reduced by 33.33% for each Trading Day during the Pricing Period that the VWAP of the Common Stock is below the Minimum Acceptable Price (each such day, an “Excluded Day”), and (ii) each Excluded Day shall be excluded from the Pricing Period solely for purposes of determining the Market Price. The number of shares of Common Stock to be delivered to the Investor at the Closing (in accordance with Section 2.02 of this Agreement) shall correspond with the Advance Notice amount as reduced pursuant to clause (i) above, except that, subject to Section 2.01(c) and Section 2.01(d), the Company shall be obligated to sell, and the Investor shall be obligated to purchase, up to that number of shares of Common Stock equal to the amount of any such reduction divided by such Minimum Acceptable Price corresponding to such Advance Notice that have been sold by the Investor on an Excluded Day at a price equal to such Minimum Acceptable Price and this exception shall not affect the calculation of the Purchase Price for the Trading Days in the Pricing Period that are not Excluded Days.
Minimum Acceptable Price. The Company shall automatically withdraw a pro rata portion of the Advance Notice amount based on the number of days the closing bid price of the Company's Common Stock (as reported by Bloomberg, L.P.) during the Pricing Period is lower than the Minimum Acceptable Price. The shares of Common Stock issued shall also be reduced to correspond with the reduction in the Advanced Notice amount. For example, if the closing bid price of the Company's Common Stock on the Advance Notice Date is $0.90, and the Minimum Acceptable Price as determined by the Company is $0.89. For every day during the Pricing Period that the closing bid price of the Company's common stock is below $0.89, the Advanced Notice amount shall be reduced by Twenty Percent (20%).
Minimum Acceptable Price. In relation to each Advance, the Company may, in its sole discretion, set a Minimum Acceptable Price in which it is willing to sell its shares to the Investor. With respect to an Advance Notice issued by the Company with a Minimum Acceptable Price (i) the amount of the Advance set forth in such Advance Notice shall automatically be reduced by one-fifth (20%) for each Trading Day during the Pricing Period that the VWAP of the Common Stock is below the Minimum Acceptable Price (each such day, an “Excluded Day”), and (ii) each Excluded Day shall be excluded from the Pricing Period for purposes of determining the Market Price. The number of Shares to be issued and delivered to the Investor at the Closing (in accordance with Section 2.02 of this Agreement) with respect to an Advance Notice with a Minimum Acceptable Price shall be determined based on the Advance Notice amount as reduced pursuant to clause (i) above, provided however, the Company shall be obligated to sell, and the Investor shall be obligated to purchase, at a price equal to such Minimum Acceptable Price, any shares of Common Stock corresponding to such Advance Notice that have been sold by the Investor on any Excluded Day. In each Settlement Document the Investor shall provide the Company with notice of the number of shares sold by the Investor on any Excluded Day.
Minimum Acceptable Price. The minimum price (“Minimum Acceptable Price”), below which no purchase or sale of Common Stock shall occur, shall, in connection with each Advance Notice delivered by the Company, be equal to an amount not less than ninety percent (90%) of the closing Bid Price of the Common Stock the Trading Day immediately preceding the Advance Notice Date for each Advance Notice. Upon the issuance by the Company of an Advance Notice along with a Minimum Acceptable Price, (i) the amount of the Advance set forth in such Advance Notice shall automatically be reduced by twenty percent (20%) for each Trading Day during the Pricing Period the VWAP of the Common Stock is below the Minimum Acceptabl e Price (each such day, an “Excluded Day”) and (ii) the Market Price shall be the lowest daily VWAP of the Common Stock during the Pricing Period days which are not Excluded Days. The number of shares of Common Stock to be delivered to the Investor at the Closing (in accordance with Section 2.3 of this Agreement) shall correspond with the reduced Advance Notice amount. The Company, and only the Company, may waive the Minimum Acceptable Price with respect to any particular Advance Notice by providing the Investor with written notice of waiver on or prior to the Advance Notice Date.
Minimum Acceptable Price. (i) With respect to each Advance Notice, each Trading Day during a Pricing Period for which (A) the VWAP of the Common Stock is below the Minimum Acceptable Price in effect with respect to such Advance Notice, or (B) there is no VWAP (each such day, an “Excluded Day”), shall result in an automatic reduction to the amount of the Advance set forth in such Advance Notice by 20% (the resulting amount of each Advance being the “Adjusted Advance Amount”), and each Excluded Day shall be excluded from the Pricing Period for purposes of determining the Market Price.
(ii) The total amount of each Advance (after reductions have been made to arrive at the Adjusted Advance Amount) shall be increased at the option of the Investor by an amount (the “Additional Amount”) equal to the product of (A) the number of Shares sold by the Investor on such Excluded Day, if any, and (B) a price per share equal to the MAP in effect with respect to such Advance Notice (without any further discount), provided that this increase shall not cause the total Advance amount to exceed the amount set forth in the original Advance Notice or any limitations set forth in Section 2.01(c).
