Common use of No Adjustment of Conversion Price Clause in Contracts

No Adjustment of Conversion Price. No adjustment in the Series A Conversion Price, the Series B Conversion Price or the Series C Conversion Price shall be made as the result of the issuance or deemed issuance of Additional Common Units or otherwise under this Article 9 if the Company receives written notice, before or after such issuance or deemed issuance, from: (i) with respect to an adjustment to the Series A Conversion Price, the holders of a majority of the Series A Preferred Units then outstanding agreeing that no such adjustment shall be made as the result of the issuance or deemed issuance of such Additional Common Units; (ii) with respect to the Series B Conversion Price, the holders of a majority of the Series B Preferred Units then outstanding agreeing that no such adjustment shall be made as the result of the issuance or deemed issuance of such Additional Common Units; and (iii) with respect to the Series C Conversion Price, a Series C Requisite Majority agreeing that no such adjustment shall be made as the result of the issuance or deemed issuance of such Additional Common Units.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Zentalis Pharmaceuticals, Inc.), Limited Liability Company Agreement (Zentalis Pharmaceuticals, LLC), Limited Liability Company Agreement (Zentalis Pharmaceuticals, LLC)

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No Adjustment of Conversion Price. No adjustment in the Series A Conversion Price, the Series B Conversion Price or the Series C Conversion Price shall be made as the result of the issuance or deemed issuance of Additional Shares of Common Units or otherwise under this Article 9 Stock if the Company Corporation receives written notice, before or after such issuance or deemed issuance, from: (i) with respect to an adjustment to the Series A Conversion Price, notice from the holders of a majority at least two-thirds of the then outstanding shares of Series A Preferred Units then outstanding Stock agreeing that no such adjustment shall be made as the result of the issuance or deemed issuance of such Additional Shares of Common Units; (ii) with respect to Stock. No adjustment in the Series B A-l Conversion Price, Price shall be made as the result of the issuance or deemed issuance of Additional Shares of Common Stock if the Corporation receives written notice from the holders of a majority of the Series B Preferred Units then outstanding shares of Series A-l Preferred Stock agreeing that no such adjustment shall be made as the result of the issuance or deemed issuance of such Additional Shares of Common Units; and (iii) with respect to Stock. No adjustment in the Series C B Conversion Price, a Price shall be made as the result of the issuance or deemed issuance of Additional Shares of Common Stock if the Corporation receives written notice from the holders of at least three-fourths of the then outstanding shares of Series C Requisite Majority B Preferred Stock agreeing that no such adjustment shall be made as the result of the issuance or deemed issuance of such Additional Shares of Common UnitsStock.

Appears in 2 contracts

Samples: Common Stock Purchase Warrant (Care.com Inc), Common Stock Purchase Warrant (Care.com Inc)

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No Adjustment of Conversion Price. No adjustment in to the Conversion Price for (x) the Series A Conversion Price, the Series B Conversion Price or the Series C Conversion Price Preferred Units shall be made as the result of the issuance or deemed issuance of Additional Common Units or otherwise under this Article 9 if the Company receives written notice, before or after such issuance or deemed issuance, from: (i) with respect to an adjustment to the Series A Conversion Price, the notice from holders of a majority of the Series A Preferred Units then outstanding agreeing that no such adjustment representing the Required Series A Consent; (y) the Series B Preferred Units shall be made as the result of the issuance or deemed issuance of such Additional Common Units; (ii) with respect to Units if the Series B Conversion Price, the Company receives written notice from holders of a majority 66% of the outstanding Series B Preferred Units; and (z) the Series B-1 Units then outstanding agreeing that no such adjustment shall be made as the result of the issuance or deemed issuance of such Additional Common Units if the Company receives written notice from holders of at least 66% of the outstanding Series B-1 Preferred Units; and (iii) with respect to the Series C Conversion Price, a Series C Requisite Majority in each case agreeing that no such adjustment shall be made as the result of the issuance or deemed issuance of such Additional Common Units.

Appears in 1 contract

Samples: Limited Liability Company Agreement (ElectroCore, LLC)

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