No Adjustment of Purchase Price in Certain Cases. No adjustment of the Purchase Price shall be made: (1) Upon the issuance or sale of (i) the Underwriter's Warrant or the securities underlying the Underwriter's Warrant, (ii) the securities sold pursuant to the Public Offering (including those sold upon exercise of the Underwriter's over-allotment option), or (iii) the shares issuable pursuant to the options, warrants, rights, stock purchase agreements or convertible or exchangeable securities outstanding or in effect on the date hereof as described in the prospectus relating to the Public Offering. (2) If the amount of said adjustments shall aggregate less than two ($.02) cents for one (1) share of Common Stock; provided, however, that in such case any adjustment that would otherwise be required then to be made shall be carried forward and shall be made at the time of and together with the next subsequent adjustment which, together with any adjustment so carried forward, shall aggregate at least two ($.02) cents for one (1) share of Common Stock. In addition, Registered Holders shall not be entitled to cash dividends paid by the Company prior to the exercise of any warrant or warrants held by them.
Appears in 6 contracts
Samples: Warrant Agreement (Weststar Environmental Inc), Warrant Agreement (Esafetyworld Inc), Warrant Agreement (Esafetyworld Inc)
No Adjustment of Purchase Price in Certain Cases. No adjustment of the Purchase Price shall be made:
(1) Upon the issuance or sale of (i) the UnderwriterRepresentative's Warrant or the securities underlying the UnderwriterRepresentative's Warrant, (ii) the securities sold pursuant to the Public Offering (including those sold upon exercise of the UnderwriterRepresentative's over-allotment option), or (iii) the shares issuable pursuant to the options, warrants, rights, stock purchase agreements or convertible or exchangeable securities outstanding or in effect on the date hereof as described in the prospectus relating to the Public Offering.
(2) If the amount of said adjustments shall aggregate less than two ($.02) cents for one (1) share of Common Stock; provided, however, that in such case any adjustment that would otherwise be required then to be made shall be carried forward and shall be made at the time of and together with the next subsequent adjustment which, together with any adjustment so carried forward, shall aggregate at least two ($.02) cents for one (1) share of Common Stock. In addition, Registered Holders shall not be entitled to cash dividends paid by the Company prior to the exercise of any warrant or warrants held by them.
Appears in 4 contracts
Samples: Underwriting Agreement (Entropin Inc), Representative's Warrant Agreement (Hi Q Wason Inc), Representative's Warrant Agreement (Outlook Sports Technology Inc)
No Adjustment of Purchase Price in Certain Cases. No adjustment of the Purchase Price shall be made unless the adjustment first meets the threshold described in paragraph 8(a), and no adjustment shall be made:
(1) Upon the issuance or sale of (i) the Underwriter's Representatives' Warrant or the securities underlying the Underwriter's Representatives' Warrant, (ii) the securities sold pursuant to the Public Offering (including those sold upon exercise of the Underwriter's Representatives' over-allotment option), or (iii) the shares issuable pursuant to the options, warrants, rights, stock purchase agreements or convertible or exchangeable securities outstanding or in effect on the date hereof or pursuant to any compensatory stock plan as described in the prospectus relating to the Public Offering, or (iv) "restricted securities" as that term is defined in Rule 144 promulgated under the Securities Act of 1933, as amended, for not less than 50% of Market Price.
(2) If the amount of said adjustments shall aggregate less than two ($.02) cents for one (1) share of Common Stock; provided, however, that in such case any adjustment that would otherwise be required then to be made shall be carried forward and shall be made at the time of and together with the next subsequent adjustment which, together with any adjustment so carried forward, shall aggregate at least two ($.02) cents for one (1) share of Common Stock. In addition, Registered Holders shall not be entitled to cash dividends paid by the Company prior to the exercise of any warrant or warrants held by them.
Appears in 3 contracts
Samples: Representatives' Warrant Agreement (Westlink Resources LTD), Representatives' Warrant Agreement (Westlink Resources LTD), Representatives' Warrant Agreement (Westlink Resources LTD)
No Adjustment of Purchase Price in Certain Cases. No adjustment of the Purchase Price shall be made:
(1) Upon the issuance or sale of (i) the Underwriter's Warrant Warrants or the securities underlying the Underwriter's WarrantWarrants, (ii) the securities sold pursuant to the Initial Public Offering (Offering, including those the securities underlying the Redeemable Warrants sold upon exercise as part of the Underwriter's over-allotment option)Units in the Initial Public Offering, or (iii) the shares issuable pursuant to the options, warrants, rights, stock purchase agreements or convertible or exchangeable securities outstanding or in effect on the date hereof as described in the prospectus relating to the Initial Public Offering.
(2) If the amount of said adjustments shall aggregate less than two ($.02) cents for one (1) share of Common Stock; provided, however, that in such case any adjustment that would otherwise be required then to be made shall be carried forward and shall be made at the time of and together with the next subsequent adjustment which, together with any adjustment so carried forward, shall aggregate at least two ($.02) cents for one (1) share of Common Stock. In addition, Registered Holders shall not be entitled to cash dividends paid by the Company prior to the exercise of any warrant or warrants held by them.
Appears in 2 contracts
Samples: Underwriter's Warrant Agreement (Room Plus Inc), Underwriter's Warrant Agreement (Room Plus Inc)
No Adjustment of Purchase Price in Certain Cases. No adjustment of the Purchase Price shall be made:
(1) Upon the issuance or sale of (i) the UnderwriterRepresentative's Warrant or the securities underlying the UnderwriterRepresentative's Warrant, (ii) the securities sold pursuant to the Initial Public Offering, including the securities underlying the Redeemable Warrant sold as part of the Initial Public Offering (including those sold upon exercise of the UnderwriterRepresentative's over-allotment option), or (iii) the shares issuable pursuant to the options, warrants, rights, stock purchase agreements or convertible or exchangeable securities outstanding or in effect on the date hereof as described in the prospectus relating to the Initial Public Offering.
(2) If the amount of said adjustments shall aggregate less than two ($.02) cents for one (1) share of Common Stock; provided, however, that in such case any adjustment that would otherwise be required then to be made shall be carried forward and shall be made at the time of and together with the next subsequent adjustment which, together with any adjustment so carried forward, shall aggregate at least two ($.02) cents for one (1) share of Common Stock. In addition, Registered Holders shall not be entitled to cash dividends paid by the Company prior to the exercise of any warrant Warrant or warrants Warrants held by them.
Appears in 2 contracts
Samples: Representative's Warrant Agreement (Harvey Electronics Inc), Representative's Warrant Agreement (Harvey Electronics Inc)
No Adjustment of Purchase Price in Certain Cases. No adjustment of the Purchase Price shall be made:
(1) Upon the issuance or sale of (i) the Underwriter's Underwriters' Warrant or the securities underlying the Underwriter's Underwriters' Warrant, (ii) the securities sold pursuant to the Public Offering (including those sold upon exercise of the Underwriter's Underwriters' over-allotment option), or (iii) the shares issuable pursuant to the options, warrants, rights, stock purchase agreements or convertible or exchangeable securities outstanding or in effect on the date hereof as described in the prospectus relating to the Public Offering.
(2) If the amount of said adjustments shall aggregate less than two ($.02) cents for one (1) share of Common Stock; provided, however, that in such case any adjustment that would otherwise be required then to be made shall be carried forward and shall be made at the time of and together with the next subsequent adjustment which, together with any adjustment so carried forward, shall aggregate at least two ($.02) cents for one (1) share of Common Stock. In addition, Registered Holders shall not be entitled to cash dividends paid by the Company prior to the exercise of any warrant or warrants held by them.
Appears in 2 contracts
Samples: Underwriters' Warrant Agreement (Urban Cool Network Inc), Underwriters' Warrant Agreement (Go2pharmacy Com Inc)
No Adjustment of Purchase Price in Certain Cases. No adjustment ------------------------------------------------ of the Purchase Price shall be made:
(1) Upon the issuance or sale of (i) the Underwriter's Underwriters' Warrant or the securities underlying the Underwriter's Underwriters' Warrant, (ii) the securities sold pursuant to the Public Offering (including those sold upon exercise of the Underwriter's Underwriters' over-allotment option), or (iii) the shares issuable pursuant to the options, warrants, rights, stock purchase agreements or convertible or exchangeable securities outstanding or in effect on the date hereof as described in the prospectus relating to the Public Offering.
(2) If the amount of said adjustments shall aggregate less than two ($.02) cents for one (1) share of Common Stock; provided, however, that in such case any adjustment that would otherwise be required then to be made shall be carried forward and shall be made at the time of and together with the next subsequent adjustment which, together with any adjustment so carried forward, shall aggregate at least two ($.02) cents for one (1) share of Common Stock. In addition, Registered Holders shall not be entitled to cash dividends paid by the Company prior to the exercise of any warrant or warrants held by them.
Appears in 1 contract
Samples: Underwriter's Warrant Agreement (Vertical Health Solutions Inc)
No Adjustment of Purchase Price in Certain Cases. No adjustment of the Purchase Price shall be made:
(1) Upon the issuance or sale of (i) the Underwriter's Underwriters' Warrant or the securities underlying the Underwriter's WarrantUnderwriters' Securities, (ii) the securities sold pursuant to the Public Offering (including those sold upon exercise of the Underwriter's Underwriters' over-allotment option), or (iii) the shares issuable pursuant to the options, warrants, rights, stock purchase agreements or convertible or exchangeable securities outstanding or in effect on the date hereof as described in the prospectus relating to the Public Offering.
(2) If the amount of said adjustments shall aggregate less than two ($.02) cents for one (1) share of Common Stock; provided, however, that in such case any adjustment that would otherwise be required then to be made shall be carried forward and shall be made at the time of and together with the next subsequent adjustment which, together with any adjustment so carried forward, shall aggregate at least two ($.02) cents for one (1) share of Common Stock. In addition, Registered registered Holders shall not be entitled to cash dividends paid by the Company prior to the exercise of any warrant or warrants held by them.
Appears in 1 contract
Samples: Underwriters' Warrant Agreement (Amedore Homes Inc)
No Adjustment of Purchase Price in Certain Cases. No adjustment of the Purchase Price shall be made:
(1) Upon the issuance or sale of (i) the Underwriter's Under- writers' Warrant or the securities underlying the Underwriter's Underwriters' Warrant, (ii) the securities sold pursuant to the Public Offering (including those sold upon exercise of the Underwriter's Underwriters' over-allotment option), or (iii) the shares issuable pursuant to the options, warrants, rights, stock purchase agreements or convertible or exchangeable securities outstanding or in effect on the date hereof as described in the prospectus relating to the Public Offering.
(2) If the amount of said adjustments shall aggregate less than two ($.02) cents for one (1) share of Common Stock; provided, however, that in such case any adjustment that would otherwise be required then to be made shall be carried forward and shall be made at the time of and together with the next subsequent adjustment which, together with any adjustment so carried forward, shall aggregate at least two ($.02) cents for one (1) share of Common Stock. In addition, Registered Holders shall not be entitled to cash dividends paid by the Company prior to the exercise of any warrant or warrants held by them.
Appears in 1 contract
No Adjustment of Purchase Price in Certain Cases. No ------------------------------------------------ adjustment of the Purchase Price shall be made:
(1) Upon the issuance or sale of (i) the Underwriter's Underwriters' Warrant or the securities underlying the Underwriter's Underwriters' Warrant, (ii) the securities sold pursuant to the Public Offering (including those sold upon exercise of the Underwriter's Underwriters' over-allotment option), or (iii) the shares issuable pursuant to the options, warrants, rights, stock purchase agreements or convertible or exchangeable securities outstanding or in effect on the date hereof as described in the prospectus relating to the Public Offering.
(2) If the amount of said adjustments shall aggregate less than two ($.02) cents for one (1) share of Common Stock; provided, however, that in such case any adjustment that would otherwise be required then to be made shall be carried forward and shall be made at the time of and together with the next subsequent adjustment which, together with any adjustment so carried forward, shall aggregate at least two ($.02) cents for one (1) share of Common Stock. In addition, Registered Holders shall not be entitled to cash dividends paid by the Company prior to the exercise of any warrant or warrants held by them.
Appears in 1 contract
Samples: Underwriter's Warrant Agreement (Vertical Health Solutions Inc)