Common use of Notice of Adjustments Clause in Contracts

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common Stock.

Appears in 24 contracts

Samples: Securities Purchase Agreement (EZTD Inc), Warrant Agreement (EZTD Inc), Warrant Agreement (EZTD Inc)

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Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common StockTransfer Agent.

Appears in 10 contracts

Samples: Warrant Agreement (CervoMed Inc.), Underwriting Agreement (Tarsus Pharmaceuticals, Inc.), Warrant Agreement (Senti Biosciences, Inc.)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense will, at will promptly notify the written request Holders of the Holderapplicable adjustment, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common Stockagent.

Appears in 6 contracts

Samples: Security Agreement (Sunshine Heart, Inc.), Securities Agreement (Sunshine Heart, Inc.), Security Agreement (Sunshine Heart, Inc.)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common Stockagent.

Appears in 6 contracts

Samples: Warrant Agreement (Nephros Inc), Warrant Agreement (Nephros Inc), Secured Convertible Promissory Notes (Nile Therapeutics, Inc.)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in reasonable detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common Stockagent.

Appears in 6 contracts

Samples: Preferred Stock Purchase Agreement (Alder Biopharmaceuticals Inc), Securities Purchase Agreement (Baxano Surgical, Inc.), Securities Purchase Agreement (Mri Interventions, Inc.)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for and the Common StockWarrant Agent, and will issue a New Warrant to the Holder reflecting such calculations.

Appears in 5 contracts

Samples: Security Agreement (Beyond Air, Inc.), Securities Agreement (Beyond Air, Inc.), Security Agreement (Beyond Air, Inc.)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common StockTransfer Agent.

Appears in 5 contracts

Samples: Pre Funded Warrant Agreement (Mind Medicine (MindMed) Inc.), Subscription Agreement (Bellerophon Therapeutics, Inc.), Underwriting Agreement (KalVista Pharmaceuticals, Inc.)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense willwill promptly, at the written request of the Holder, promptly but in any event no later than ten Trading Days after such occurrence compute such adjustment in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common StockTransfer Agent.

Appears in 4 contracts

Samples: Warrant Agreement (Rexahn Pharmaceuticals, Inc.), Warrant Agreement (Rexahn Pharmaceuticals, Inc.), Warrant Agreement (Rexahn Pharmaceuticals, Inc.)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the American Stock Transfer & Trust Company’s , the transfer agent for of the Common StockCompany.

Appears in 3 contracts

Samples: Warrant Agreement (Delcath Systems Inc), Placement Agency Agreement (Delcath Systems Inc), Warrant Agreement (Delcath Systems Inc)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common StockHolder.

Appears in 3 contracts

Samples: Security Agreement (Rezolute, Inc.), Warrant to Purchase Common Stock (Xtant Medical Holdings, Inc.), Warrant to Purchase Common Stock (Xtant Medical Holdings, Inc.)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant the Warrants and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant the Warrants (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common Stockagent.

Appears in 2 contracts

Samples: Warrant Agreement (Celator Pharmaceuticals Inc), Warrant Agreement (Celator Pharmaceuticals Inc)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 98, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common Stockagent.

Appears in 2 contracts

Samples: Underwriting Agreement (Novan, Inc.), Securities Agreement (International Fight League, Inc.)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 95, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment in accordance with the terms of this Warrant Additional Investment Right and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Underlying Shares or other securities issuable upon exercise of this Warrant Additional Investment Right (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common Stock's Transfer Agent.

Appears in 2 contracts

Samples: Additional Investment Right (Avanex Corp), Additional Investment Right (Avanex Corp)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 98, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in reasonable detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and and, if it is maintaining the Warrant Register, to the Company’s transfer agent for the Common Stockagent.

Appears in 2 contracts

Samples: Underwriting Agreement, Underwriting Agreement (Quicklogic Corporation)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common Stock.agent. 

Appears in 2 contracts

Samples: Warrant Agreement (Parkervision Inc), Warrant Agreement (Parkervision Inc)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this the Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this the Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common StockWarrant Agent.

Appears in 2 contracts

Samples: Warrant Agreement (Ur-Energy Inc), Warrant Agreement (Ur-Energy Inc)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common StockTransfer Agent.

Appears in 2 contracts

Samples: Warrant to Purchase Common Stock (Antares Pharma, Inc.), Warrant to Purchase Common Stock (Antares Pharma, Inc.)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9‎9, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common Stockagent.

Appears in 1 contract

Samples: Securities Purchase Agreement (Aerovate Therapeutics, Inc.)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares ADSs or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. based Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common StockDepositary.

Appears in 1 contract

Samples: Warrant Agreement (Mesoblast LTD)

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Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s 's transfer agent for the Common Stock.

Appears in 1 contract

Samples: Warrant Agreement (Win Gaming Media, Inc.)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9h, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common Stockagent.

Appears in 1 contract

Samples: Securities Purchase Agreement (McCabe Greg)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this the Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this the Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common StockWarrant Agent.

Appears in 1 contract

Samples: Warrant Agreement (Ur-Energy Inc)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder Holder, the Warrant Agent and to the Company’s transfer agent for the Common StockTransfer Agent.

Appears in 1 contract

Samples: Warrant to Purchase Common Stock (McEwen Mining Inc.)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common Stock.agent. ​

Appears in 1 contract

Samples: Securities Agreement (Milestone Pharmaceuticals Inc.)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 97, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of shares of Warrant Shares Stock or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in reasonable detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common Stockagent.

Appears in 1 contract

Samples: Warrant Agreement (Brickell Biotech, Inc.)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 92, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for and will issue a new Warrant to the Common StockHolder reflecting such calculations.

Appears in 1 contract

Samples: Underwriting Agreement (OptiNose, Inc.)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant adjustmentpursuant to this Section 9, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common Stockagent.

Appears in 1 contract

Samples: Underwriting Agreement (Cabaletta Bio, Inc.)

Notice of Adjustments. Upon the occurrence of each any adjustment pursuant to this Section 9, the Company Company, at its expense willexpense, shall, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments adjustment and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will shall promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common Stockagent.

Appears in 1 contract

Samples: Warrant Agreement (First Choice Healthcare Solutions, Inc.)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 98, the Company at its expense will, at the written request of the Holder, promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common Stockagent.

Appears in 1 contract

Samples: Underwriting Agreement (Ziopharm Oncology Inc)

Notice of Adjustments. Upon the occurrence of each adjustment pursuant to this Section 9, the Company at its expense will, at the written request of the Holder, will promptly compute such adjustment adjustment, in good faith, in accordance with the terms of this Warrant and prepare a certificate setting forth such adjustment, in good faith, including a statement of the adjusted Exercise Price and adjusted number or type of Warrant Shares Shares, Prefunded Warrants or other securities issuable upon exercise of this Warrant (as applicable), describing the transactions giving rise to such adjustments and showing in detail the facts upon which such adjustment is based. Upon written request, the Company will promptly deliver a copy of each such certificate to the Holder and to the Company’s transfer agent for the Common StockTransfer Agent.

Appears in 1 contract

Samples: Warrant Agreement (Tenax Therapeutics, Inc.)

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