Price Protection Share Right Sample Clauses
The Price Protection Share Right clause is designed to safeguard shareholders from dilution or loss of value if new shares are issued at a lower price than they originally paid. Typically, this clause entitles existing shareholders to receive additional shares or compensation to maintain their proportional ownership or investment value in the company. By doing so, it ensures that early investors are protected against unfavorable changes in share pricing, thereby maintaining fairness and encouraging initial investment.
Price Protection Share Right. If Purchaser elects the Per Share Price provided pursuant to Section 1(b)(i) hereof, Purchaser and its transferees who are Eligible Persons (as defined below) shall have the right to receive Price Protection Shares, subject to the terms and conditions of this Section 5(b). For the avoidance of doubt, if Purchaser elects the Per Share Price provided pursuant to Section 1(b)(ii) hereof, Purchaser shall have no right to receive Price Protection Shares. If the Price Protection Share Right is applicable:
(i) Subject to the occurrence of the Closing, if the Average Trading Price (as defined below) is less than the Per Share Price, each Eligible Person will have the right to receive, and the Company shall issue to each Eligible Person on the third Business Day after the first anniversary of the date hereof (the “Price Protection Share Issuance Date”), for no consideration, a number of Price Protection Shares equal to a fraction:
a) the numerator of which is (I) the product of (w) the number of Purchased Shares held by such Eligible Person as of the first anniversary of the date hereof (the “Eligible Shares”) and (x) the Per Share Price, minus (II) the product of (y) such number of Eligible Shares and (z) the Average Trading Price; and
b) the denominator of which is the Average Trading Price; provided, that if the Average Trading Price is less than $12.13, the Average Trading Price shall be deemed to be $12.13 for the purposes of this clause (i).
Price Protection Share Right. If Purchaser elects the Per Share Price provided pursuant to Section 1(b)(i) hereof, Purchaser and its transferees who are Eligible Persons (as defined below) shall have the right to receive Price Protection Shares, subject to the terms and conditions of this Section 5(b). For the avoidance of doubt, if Purchaser elects the Per Share Price provided pursuant to Section 1(b)(ii) hereof, Purchaser shall have no right to receive Price Protection Shares. If the Price Protection Share Right is applicable.
(i) Subject to the occurrence of the Closing, and subject to forfeiture in full or in part pursuant to clause (iii) below, if the Average Trading Price (as defined below) is less than the Per Share Price, each Eligible Person will have the right to receive, and the Company shall issue to each Eligible Person on the third Business Day after the first anniversary of the date hereof (the “Price Protection Share Issuance Date”), for no consideration, a number of Price Protection Shares equal to a fraction:
a) the numerator of which is (I) the product of (w) the number of Purchased Shares held by such Eligible Person as of the first anniversary of the date hereof (the “Eligible Shares”) and (x) the Per Share Price, minus (II) the product of (y) such number of Eligible Shares and (z) the Average Trading Price; and
b) the denominator of which is the Average Trading Price; provided, that if the Average Trading Price is less than $12.13, the Average Trading Price shall be deemed to be $12.13 for the purposes of this clause (i).
Price Protection Share Right. Each Purchaser and its respective transferees who are Eligible Persons (as defined below) shall have the right to receive Price Protection Shares, subject to the terms and conditions of this Section 4.4:
(a) If the Average Trading Price (as defined below) is less than One Dollar Forty Cents ($1.40), each Eligible Person will have the right to receive, and the Company shall issue to each Eligible Person on the tenth (10th) Business Day after the first anniversary of the date hereof (the “Price Protection Share Issuance Date”), for no consideration, a number of Price Protection Shares equal to the Additional Shares.