Other Dividends and Distributions. If the Company shall make or declare, or fix a record date for the determination of holders of equity securities entitled to receive, a dividend or any other distribution payable in cash, securities of the Company or other property, then, and in each such event, the Company shall ensure that provisions are made so that the Holder shall receive upon exercise of this Warrant, in addition to the number of the Shares receivable thereupon, the kind and amount of cash, securities of the Company or other property which the Holder would have been entitled to receive had this Warrant been exercised in full into the Shares on the date of such event and had the Holder thereafter, during the period from the date of such event to and including the date this Warrant is exercised, retained such cash, securities or other property receivable by them as aforesaid during such period, giving application to all adjustments called for during such period under this Section with respect to the rights of the Holder; provided, that no such provision shall be made if the Holder receives, simultaneously with the distribution to the holders of equity securities, a dividend or other distribution of such securities, cash or other property in an amount equal to the amount of such securities, cash or other property as the Holder would have received if this Warrant had been exercised in full into the Shares on the date of such event.
Appears in 10 contracts
Samples: Warrant Agreement (Dragonfly Energy Holdings Corp.), Warrant Agreement (Luxurban Hotels Inc.), Warrant Agreement (Dragonfly Energy Holdings Corp.)
Other Dividends and Distributions. If Subject to the provisions of this Section 7(c), if Company shall shall, at any time or from time to time after the Issue Date, make or declare, or fix a record date for the determination of holders of equity securities Common Stock entitled to receive, a dividend or any other distribution payable in cash, securities of the Company (other than a dividend or distribution of shares of Common Stock, Options or Convertible Securities in respect of outstanding shares of Common Stock), cash or other property, then, and in each such event, the Company provision shall ensure that provisions are be made so that the Holder shall receive upon exercise of this the Warrant, in addition to the number of the Warrant Shares receivable thereupon, the kind and amount of cash, securities of the Company Company, cash or other property which the Holder would have been entitled to receive had this the Warrant been exercised in full into the Warrant Shares on the date of such event and had the Holder thereafter, during the period from the date of such event to and including the date this Warrant is exercisedExercise Date (as hereinafter defined), retained such cashsecurities, securities cash or other property receivable by them as aforesaid during such period, giving application to all adjustments called for during such period under this Section 7 with respect to the rights of the Holder; provided, that no such provision shall be made if the Holder receives, simultaneously with the distribution to the holders of equity securitiesCommon Stock, a dividend or other distribution of such securities, cash or other property in an amount equal to the amount of such securities, cash or other property as the Holder would have received if this the Warrant had been exercised in full into the Warrant Shares on the date of such event.
Appears in 10 contracts
Samples: Credit Agreement (C-Iii Capital Partners LLC), Warrant Agreement (C-Iii Capital Partners LLC), Credit Agreement (C-Iii Capital Partners LLC)
Other Dividends and Distributions. If the Company shall shall, at any time or from time to time after the Issue Date, make or declare, or fix a record date for the determination of holders of equity securities Common Stock entitled to receive, a dividend or any other distribution payable in cash, securities of the Company (other than a dividend or distribution of shares of Common Stock, Options or Convertible Securities in respect of outstanding shares of Common Stock) or other property, then, and in each such event, the Company shall ensure that provisions are made so that the Holder shall receive upon exercise of this WarrantWarrant Certificate, in addition to the number of the Warrant Shares receivable thereupon, the kind and amount of cash, securities of the Company or other property which the Holder would have been entitled to receive had this Warrant Certificate been exercised in full into the Warrant Shares on the date of such event and had the Holder thereafter, during the period from the date of such event to and including the date this Warrant is exercisedof exercise, retained such cash, securities or other property receivable by them as aforesaid during such period, giving application to all adjustments called for during such period under this Section 3 with respect to the rights of the Holder; provided, provided that no such provision shall be made if the Holder receives, simultaneously with the distribution to the holders of equity securitiesCommon Stock, a dividend or other distribution of such securities, cash or other property in an amount equal to the amount of such securities, cash or other property as the Holder would have received if this Warrant Certificate had been exercised in full into the Warrant Shares on the date of such event.
Appears in 4 contracts
Samples: Security Agreement (Agile Therapeutics Inc), Security Agreement (Agile Therapeutics Inc), Security Agreement (Agile Therapeutics Inc)
Other Dividends and Distributions. If the Company shall shall, at any time or from time to time after the date hereof, make or declare, or fix a record date for the determination of holders of equity securities Common Stock entitled to receive, a dividend or any other distribution payable in cash, securities of the Company (other than a dividend or distribution of shares of Common Stock, Options or Convertible Securities in respect of outstanding shares of Common Stock) or other property, then, and in each such event, the Company shall ensure that provisions are made so that the Holder shall receive upon exercise of this WarrantWarrant Certificate, in addition to the number of the Warrant Shares receivable thereupon, the kind and amount of cash, securities of the Company or other property which the Holder would have been entitled to receive had this Warrant Certificate been exercised in full into the Warrant Shares on the date of such event and had the Holder thereafter, during the period from the date of such event to and including the date this Warrant is exercisedof exercise, retained such cash, securities or other property receivable by them as aforesaid during such period, giving application to all adjustments called for during such period under this Section 3 with respect to the rights of the Holder; provided, provided that no such provision shall be made if the Holder receives, simultaneously with the distribution to the holders of equity securitiesCommon Stock, a dividend or other distribution of such securities, cash or other property in an amount equal to the amount of such securities, cash or other property as the Holder would have received if this Warrant Certificate had been exercised in full into the Warrant Shares on the date of such event.
Appears in 3 contracts
Samples: Warrant Agreement (Agile Therapeutics Inc), Security Agreement (Agile Therapeutics Inc), Warrant Agreement (Agile Therapeutics Inc)
Other Dividends and Distributions. If the Company shall shall, at any time or from time to time after the Issue Date, make or declare, or fix a record date for the determination of holders of equity securities Ordinary Shares (or equivalent securities) entitled to receive, a dividend or any other distribution payable in cash, securities of the Company (other than a dividend or distribution of shares of Ordinary Shares, Options or Convertible Securities in respect of outstanding Ordinary Shares (or equivalent securities)) or other property, then, and in each such event, the Company shall ensure that provisions are made so that the Holder shall receive upon exercise of this WarrantWarrant Certificate, in addition to the number of the Shares Warrant ADSs (represented by ADRs) receivable thereupon, the kind and amount of cash, securities of the Company or other property which the Holder would have been entitled to receive had this Warrant Certificate been exercised in full into the Shares Warrant ADSs (represented by ADRs) on the date of such event and had the Holder thereafter, during the period from the date of such event to and including the date this Warrant is exercisedof exercise, retained such cash, securities or other property receivable by them as aforesaid during such period, giving application to all adjustments called for during such period under this Section 3 with respect to the rights of the Holder; provided, provided that no such provision shall be made if the Holder receives, simultaneously with the distribution to the holders of equity Ordinary Shares (or equivalent securities), a dividend or other distribution of such securities, cash or other property in an amount equal to the amount of such securities, cash or other property as the Holder would have received if this Warrant Certificate had been exercised in full into the Shares Warrant ADSs (represented by ADRs) on the date of such event.
Appears in 3 contracts
Samples: Security Agreement (Trinity Biotech PLC), Security Agreement (Trinity Biotech PLC), Security Agreement (Trinity Biotech PLC)
Other Dividends and Distributions. If the Company Corporation, at any time or from time to time after the Filing Date, shall make declare or declaremake, or fix a record date for the determination of holders of equity securities Common Stock entitled to receive, a dividend or any other distribution payable in cash, securities or other property of the Company or Corporation other propertythan shares of Common Stock, then, then and in each such event, the Company event provision shall ensure that provisions are be made so that the Holder holders of the outstanding shares of Preferred Stock shall receive upon exercise of this Warrantconversion thereof, in addition to the number of the Shares shares of Common Stock receivable thereupon, the kind and amount of cash, such other securities of the Company Corporation or the value of such other property which the Holder that they would have received had the Preferred Stock been entitled to receive had this Warrant been exercised in full converted into the Shares Common Stock on the date of such event and had the Holder such holders thereafter, during the period from the date of such event to and including the date this Warrant is exercisedconversion date, retained such cash, securities or other property receivable by them as aforesaid during such period, period giving application to all adjustments called for during such period under this Section A.7 with respect to the rights of the Holderholders of the outstanding shares of Preferred Stock; and, provided, further, however, that no such provision adjustment shall be made if the Holder receives, simultaneously with the distribution to the holders of equity securities, such series of Preferred Stock simultaneously receive a dividend or other distribution of such securities, cash securities or other property in an amount equal to the amount of such securities, cash securities or other property as the Holder they would have received if this Warrant all outstanding shares of Preferred Stock had been exercised in full converted into the Shares Common Stock on the date of such event.
Appears in 2 contracts
Samples: Loan and Security Agreement (908 Devices Inc.), Loan and Security Agreement (908 Devices Inc.)
Other Dividends and Distributions. If Subject to the provisions of this Section 4.3, if the Company shall shall, at any time or from time to time after the Original Issue Date, make or declare, or fix a record date for the determination of holders of equity securities Common Stock entitled to receive, a dividend or any other distribution payable in cash, securities of the Company (other than a dividend or distribution of shares of Common Stock, Options or Convertible Securities in respect of outstanding shares of Common Stock, which shall be subject to Section 4.4, without duplication), cash or other property, then, and in each such event, the Company provision shall ensure that provisions are be made so that the Holder shall receive upon exercise of this any Warrant, in addition to the number of the Warrant Shares receivable thereupon, the kind and amount of cash, securities of the Company Company, cash or other property which the Holder would have been entitled to receive had this the Warrant been exercised in full into the Warrant Shares on the date of such event and had the Holder thereafter, during the period from the date of such event to and including the date this Warrant is exercisedExercise Date, retained such cashsecurities, securities cash or other property receivable by them as aforesaid during such period, giving application to all adjustments called for during such period under this Section 4.3 with respect to the rights of the Holder; provided, that no such provision shall be made if the Holder receives, simultaneously with the distribution to the holders of equity securitiesCommon Stock, a dividend or other distribution of such securities, cash or other property in an amount equal to the amount of such securities, cash or other property as the Holder would have received if this such Warrant had been exercised in full into the Warrant Shares on the date of such event.
Appears in 2 contracts
Samples: Commitment Fee Warrant Agreement (Exco Resources Inc), Amendment Fee Warrant Agreement (Exco Resources Inc)
Other Dividends and Distributions. If Subject to Section , if the Company shall shall, at any time or from time to time after the Date of Issuance, make or declare, or fix a record date for the determination of holders of equity securities entitled to receive, a dividend or any other distribution payable in cash, securities of the Company (other than a dividend or distribution of shares of Common Stock, Options or Convertible Securities in respect of outstanding shares of Common Stock) or other property, then, and in each such event, the Company shall ensure that provisions are made so that the Holder shall receive upon exercise of this Warrant, in addition to the number of the Shares receivable thereupon, the kind and amount of cash, securities of the Company or other property which the Holder would have been entitled to receive had this Warrant been exercised in full into the Shares on the date of such event and had the Holder thereafter, during the period from the date of such event to and including the date this Warrant is exercisedExercise Date, retained such cash, securities or other property receivable by them as aforesaid during such period, giving application to all adjustments called for during such period under this Section 17 with respect to the rights of the Holder; provided, provided that no such provision shall be made if the Holder receives, simultaneously with the distribution to the holders of equity securities, a dividend or other distribution of such securities, cash or other property in an amount equal to the amount of such securities, cash or other property as the Holder would have received if this Warrant had been exercised in full into the Shares on the date of such event.
Appears in 2 contracts
Samples: Warrant Agreement (HyreCar Inc.), Warrant Agreement (HyreCar Inc.)
Other Dividends and Distributions. If the Company shall make Company, at any time after the issuance of this Warrant, makes or declaredeclares, or fix fixes a record date (or a record date otherwise occurs) for the determination of holders of equity securities Common Stock entitled to receive, a dividend or any other distribution payable in cash, securities of the Company (other than a dividend or distribution of shares of Common Stock, Options or Convertible Securities on the outstanding shares of Common Stock), cash or other property, then, and in each such event, at the Company shall ensure that provisions are option of the Company, exercised by delivery of notice to the Holder, provision will be made so that the Holder shall will receive upon exercise of this the Warrant, in addition to the number of the Warrant Shares receivable thereupon, the kind and amount of cash, securities of the Company Company, cash or other property which the Holder would have been entitled to receive had this the Warrant been exercised in full into the Warrant Shares on the date of such event (and the record date therefor) and had the Holder thereafter, during the period from the date of such event to and including the date this Warrant is exercisedExercise Date, retained such cashsecurities, securities cash or other property receivable by them as aforesaid during such period, giving application to all adjustments called for during such period under this Section 4.2(d) with respect to the rights of the Holder; provided, that no such provision shall be made if the Holder receives, simultaneously with the distribution to the holders of equity securitiesCommon Stock, a dividend or other distribution of such securities, cash or other property in an amount equal to the amount of such securities, cash or other property as the Holder would have received if this the Warrant had been exercised in full into the Warrant Shares on the date of such event.
Appears in 1 contract
Samples: Warrant Agreement (Avantor, Inc.)
Other Dividends and Distributions. If the Company shall shall, at any time or from time to time after the Effective Date, make or declare, or fix a record date for the determination of holders of equity securities Common Stock entitled to receive, a dividend or any other distribution payable in cash, securities of the Company (other than a dividend or distribution of shares of Common Stock, Options or Convertible Securities in respect of outstanding shares of Common Stock), cash or other property, then, and in each such event, the Company provision shall ensure that provisions are be made so that the each Holder shall receive upon exercise of this Warrantthe Warrants held by such Holder, in addition to the number of the Warrant Exercise Shares receivable thereupon, the kind and amount of cash, securities of the Company Company, cash or other property which the such Holder would have been entitled to receive had this Warrant the Warrants held by such Holder been exercised in full into the Warrant Exercise Shares on the date of such event and had the such Holder thereafter, during the period from the date of such event to and including the date this Warrant is exercisedExercise Date, retained such cashsecurities, securities cash or other property receivable by them as aforesaid during such period, giving application to all adjustments called for during such period under this Section Article V with respect to the rights of the such Holder; provided, that no such provision shall be made if the Holder receivesHolders receive, simultaneously with the distribution to the holders of equity securitiesCommon Stock, a dividend or other distribution of such securities, cash or other property in an amount equal to the amount of such securities, cash or other property as the Holder Holders would have received if this Warrant the Warrants had been exercised in full into the Warrant Exercise Shares on the date of such event.
Appears in 1 contract
Other Dividends and Distributions. If Subject to the provisions of this Section 4.4, if the Company shall shall, at any time or from time to time after the Original Issue Date, make or declare, or fix a record date for the determination of holders of equity securities Common Stock entitled to receive, a dividend or any other distribution payable in cash, securities of the Company (other than a dividend or distribution of shares of Common Stock, Options or Convertible Securities in respect of outstanding shares of Common Stock, which shall be subject to Section 4.5, without duplication), cash or other property, then, and in each such event, the Company provision shall ensure that provisions are be made so that the Holder shall receive upon exercise of this any Warrant, in addition to the number of the Warrant Shares receivable thereupon, the kind and amount of cash, securities of the Company Company, cash or other property which the Holder would have been entitled to receive had this the Warrant been exercised in full into the Warrant Shares on the date of such event and had the Holder thereafter, during the period from the date of such event to and including the date this Warrant is exercisedExercise Date, retained such cashsecurities, securities cash or other property receivable by them as aforesaid during such period, giving application to all adjustments called for during such period under this Section 4.4 with respect to the rights of the Holder; provided, that no such provision shall be made if the Holder receives, simultaneously with the distribution to the holders of equity securitiesCommon Stock, a dividend or other distribution of such securities, cash or other property in an amount equal to the amount of such securities, cash or other property as the Holder would have received if this such Warrant had been exercised in full into the Warrant Shares on the date of such event.
Appears in 1 contract
Samples: 1.5 Lien Note Warrant Agreement (Exco Resources Inc)
Other Dividends and Distributions. If the Company shall shall, at any time or from time to time after the Issue Date, make or declare, or fix a record date for the determination of holders of equity securities Common Stock entitled to receive, a dividend or any other distribution payable in cash, securities of the Company (other than a dividend or distribution of Shares in respect of outstanding Shares), cash, rights or other property, then, and in each such event, the Company provision shall ensure that provisions are be made so that the Holder shall receive upon exercise of this the Warrant, in addition to the number of the Shares receivable thereupon, the kind and amount of cash, securities of the Company Company, cash, rights or other property which the Holder would have been entitled to receive had this the Warrant been exercised in full into the Shares on the date of such event and had the Holder thereafter, during the period from the date of such event to and including the date this Warrant is exercisedExercise Date, retained such cashsecurities, securities cash or other property receivable by them as aforesaid during such period, giving application to all adjustments called for during such period under this Section 8 with respect to the rights of the Holder; provided, provided that no such provision shall be made if the Holder receives, simultaneously with the distribution to the holders of equity securitiesCommon Stock, a dividend or other distribution of such securities, cash or other property in an amount equal to the amount of such securities, cash or other property as the Holder would have received if this the Warrant had been exercised in full into the Shares on the date of such event.
Appears in 1 contract
Samples: Warrant Agreement (Sunrun Inc.)
Other Dividends and Distributions. If Subject to the provisions of this Section 4(d), if the Company shall shall, at any time or from time to time after the Original Issue Date, make or declare, or fix a record date for the determination of holders of equity securities Common Stock entitled to receive, receive a dividend or any other distribution payable in cash, securities of the Company (other than a dividend or distribution of shares of Common Stock, Options or Convertible Securities in respect of outstanding shares of Common Stock), cash or other property, then, and in each such event, the Company provision shall ensure that provisions are be made so that the Holder shall receive upon exercise of this the Warrant, in addition to the number of the Warrant Shares receivable thereupon, the kind and amount of cash, securities of the Company Company, cash or other property which the Holder would have been entitled to receive had this the Warrant been exercised in full into the Warrant Shares on the date of such event and had the Holder thereafter, during the period from the date of such event to and including the date this Warrant is exercisedExercise Date, retained such cashsecurities, securities cash or other property receivable by them as aforesaid during such period, giving application to all adjustments called for during such period under this Section 4 with respect to the rights of the Holder; provided, that no such provision shall be made if the Holder receives, simultaneously with the distribution to the holders of equity securitiesCommon Stock, a dividend or other distribution of such securities, cash or other property in an amount equal to the amount of such securities, cash or other property as the Holder would have received if this the Warrant had been exercised in full into the Warrant Shares on the date of such event.
Appears in 1 contract
Other Dividends and Distributions. If the Company shall make Company, at any time after the issuance of this Warrant, makes or declaredeclares, or fix fixes a record date (or a record date otherwise occurs) for the determination of holders of equity securities shares of Common Stock entitled to receive, a dividend or any other distribution payable in cash, securities of the Company (other than a dividend or distribution of Common Stock or Convertible Securities convertible into or exchangeable for Common Stock), cash or other property, then, and in each such event, at the Company shall ensure that provisions are option of the Company, exercised by delivery of notice to the Holder, provision will be made so that the Holder shall will receive upon exercise of this the Warrant, in addition to the number of the Warrant Shares receivable thereupon, the kind and amount of cash, securities of the Company Company, cash or other property which the Holder would have been entitled to receive had this the Warrant been exercised in full into the Warrant Shares on the date of such event (and the record date therefor) and had the Holder thereafter, during the period from the date of such event to and including the date this Warrant is exercisedExercise Date, retained such cashsecurities, securities cash or other property receivable by them as aforesaid during such period, giving application to all adjustments called for during such period under this Section with respect to the rights of the Holder; provided, provided that no such provision shall be made if the Holder receives, simultaneously with the distribution to the holders of equity securitiesshares of Common Stock, a dividend or other distribution of such securities, cash or other property in an amount equal to the amount of such securities, cash or other property as the Holder would have received if this the Warrant had been exercised in full into the Warrant Shares on the date of such event.
Appears in 1 contract
Other Dividends and Distributions. If Subject to the Company shall provisions of this Section 2(c)(iii), if GameSquare shall, at any time or from time to time after the Issuance Date, make or declare, or fix a record date for the determination of holders of equity securities Common Stock entitled to receive, a dividend or any other distribution payable in securities of GameSquare (other than a dividend or distribution of shares of Common Stock, Options, or Convertible Securities in respect of outstanding shares of Common Stock), cash, securities of the Company or other property, then, and in each such event, the Company provision shall ensure that provisions are be made so that the Holder shall receive upon exercise conversion of this WarrantNote pursuant to Section 3(a)(i), in addition to the number of the Shares shares of Common Stock receivable thereupon, the kind and amount of securities of GameSquare, cash, securities of the Company or other property which the Holder would have been entitled to receive had this Warrant Note been exercised in full into the Shares shares of Common Stock on the date of such event and had the Holder thereafter, during the period from the date of such event to and including the date this Warrant is exercisedConversion Date, retained such securities, cash, securities or other property receivable by them as aforesaid during such period, giving application to all adjustments called for during such period under this Section 2(c) with respect to the rights of the Holder; provided, that no such provision shall be made if the Holder receives, simultaneously with the distribution to the holders of equity securitiesCommon Stock, a dividend or other distribution of such securities, cash cash, or other property in an amount equal to the amount of such securities, cash cash, or other property as the Holder would have received if this Warrant Note had been exercised in full into the Shares shares of Common Stock on the date of such event.
Appears in 1 contract
Samples: Convertible Note Agreement (GameSquare Holdings, Inc.)
Other Dividends and Distributions. If Subject to the provisions of this Section 4.3, if the Company shall shall, at any time or from time to time after the Original Issue Date, make or declare, or fix a record date for the determination of holders of equity securities Ordinary Shares entitled to receive, a dividend or any other distribution payable in cash, securities of the Company (other than a dividend or distribution of Ordinary Shares, Options, or Convertible Securities in respect of issued Ordinary Shares), cash, or other property, then, and in each such event, the Company provision shall ensure that provisions are be made so that the Holder shall receive upon exercise of this the Warrant, in addition to the number of the Warrant Shares receivable thereupon, the kind and amount of cash, securities of the Company Company, cash, or other property which the Holder would have been entitled to receive had this the Warrant been exercised in full into the Warrant Shares on the date of such event and had the Holder thereafter, during the period from the date of such event to and including the date this Warrant is exercisedExercise Date, retained such securities, cash, securities or other property receivable by them as aforesaid during such period, giving application to all adjustments called for during such period under this Section 4 with respect to the rights of the Holder; provided, that no such provision shall be made if the Holder receives, simultaneously with the distribution to the holders of equity securitiesOrdinary Shares, a dividend or other distribution of such securities, cash cash, or other property in an amount equal to the amount of such securities, cash cash, or other property as the Holder would have received if this the Warrant had been exercised in full into the Warrant Shares on the date of such event.
Appears in 1 contract
Samples: Warrant Agreement (Tritium DCFC LTD)
Other Dividends and Distributions. If Subject to the provisions of this Section 4(d), if the Company shall shall, at any time or from time to time after the Original Issue Date and prior to the closing date of a Qualifying PO, make or declare, or fix a record date for the determination of holders of equity securities Common Stock entitled to receive, a dividend or any other distribution payable in cash, securities of the Company (other than a dividend or distribution of shares of Common Stock, Options or Convertible Securities in respect of outstanding shares of Common Stock), cash or other property, then, and in each such event, the Company provision shall ensure that provisions are be made so that the Holder shall receive upon exercise of this the Warrant, in addition to the number of the Warrant Shares receivable thereupon, the kind and amount of cash, securities of the Company Company, cash or other property which the Holder would have been entitled to receive had this the Warrant been exercised in full into the Warrant Shares on the date of such event and had the Holder thereafter, during the period from the date of such event to and including the date this Warrant is exercisedExercise Date, retained such cashsecurities, securities cash or other property receivable by them as aforesaid during such period, giving application to all adjustments called for during such period under this Section 4 with respect to the rights of the Holder; provided, that no such provision shall be made if the Holder receives, simultaneously with the distribution to the holders of equity securitiesCommon Stock, a dividend or other distribution of such securities, cash or other property in an amount equal to the amount of such securities, cash or other property as the Holder would have received if this the Warrant had been exercised in full into the Warrant Shares on the date of such event.
Appears in 1 contract
Samples: Warrant Agreement (Icagen, Inc.)