Common use of Reduction in Purchase Price Clause in Contracts

Reduction in Purchase Price. Anything in this Section 11 to the contrary notwithstanding, the Company shall be entitled to make such reductions in the Purchase Price, in addition to those adjustments expressly required by this Section 11, as and to the extent that it in its sole discretion shall determine to be advisable in order that any consolidation or subdivision of the Series A Preferred, issuance wholly for cash of any of the Series A Preferred at less than the then current market price, issuance wholly for cash of Series A Preferred or securities which by their terms are convertible into or exchangeable for Series A Preferred, dividends on Series A Preferred payable in Series A Preferred or issuance of rights, options or warrants referred to hereinabove in this Section 11, hereafter made by the Company to holders of its Series A Preferred shall not be taxable to such stockholders.

Appears in 3 contracts

Samples: Rights Agreement (Digital Generation, Inc.), Rights Agreement (Codexis Inc), Tax Benefit Preservation Plan (Usec Inc)

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Reduction in Purchase Price. Anything in this Section 11 to the contrary notwithstanding, the Company shall be entitled to make such reductions in the Purchase Price, in addition to those adjustments expressly required by this Section 11, as and to the extent that it in its sole discretion shall determine to be advisable in order that any consolidation or subdivision of the Series A PreferredPreferred Shares, issuance wholly for cash of any of the Series A Preferred Shares at less than the then current market price, issuance wholly for cash of Series A Preferred Shares or securities which by their terms are convertible into or exchangeable for Series A PreferredPreferred Shares, dividends or bonus issues on Series A Preferred Shares payable in Series A Preferred Shares or issuance of rights, options or warrants referred to hereinabove in this Section 11, hereafter made by the Company to holders of its Series A Preferred Shares shall not be taxable to such stockholdersshareholders.

Appears in 2 contracts

Samples: Rights Agreement (Sinovac Biotech LTD), Rights Agreement (Xyratex LTD)

Reduction in Purchase Price. Anything in this Section 11 to the contrary notwithstanding, the Company shall be entitled to make such reductions in the Purchase Price, in addition to those adjustments expressly required by this Section 11, as and to the extent that it the Board in its sole discretion shall determine to be advisable in order that any consolidation or subdivision of the Series A B Preferred, issuance wholly for cash of any of the Series A B Preferred at less than the then then-current market price, issuance wholly for cash of Series A B Preferred or securities which by their terms are convertible into or exchangeable for Series A B Preferred, dividends on Series A B Preferred payable in Series A B Preferred or issuance of rights, options or warrants referred to hereinabove in this Section 11, hereafter made by the Company to holders of its Series A B Preferred shall not be taxable to such stockholders.

Appears in 2 contracts

Samples: Tax Benefit Preservation Plan (Upland Software, Inc.), Tax Benefit Preservation Plan (Upland Software, Inc.)

Reduction in Purchase Price. Anything in this Section 11 to the contrary notwithstanding, the Company shall be entitled to make such reductions in the Purchase Price, in addition to those adjustments expressly required by this Section 11, as and to the extent that it in its sole discretion shall determine to be advisable in order that any consolidation or subdivision of the Series A B Preferred, issuance wholly for cash of any of the Series A B Preferred at less than the then then-current market price, issuance wholly for cash of Series A B Preferred or securities which by their terms are convertible into or exchangeable for Series A B Preferred, dividends on Series A B Preferred payable in Series A B Preferred or issuance of rights, options or warrants referred to hereinabove in this Section 11, hereafter made by the Company to holders of its Series A B Preferred shall not be taxable to such stockholders.

Appears in 2 contracts

Samples: Tax Benefit Preservation Plan (American Airlines Group Inc.), Rights Agreement (ModusLink Global Solutions Inc)

Reduction in Purchase Price. Anything in this Section 11 to the contrary notwithstanding, the Company shall be entitled to make such reductions in the Purchase Price, in addition to those adjustments expressly required by this Section 11, as and to the extent that it in its sole discretion shall determine to be advisable in order that any consolidation or subdivision of the Series A Preferred, issuance wholly for cash of any of the Series A Preferred at less than the then current market price, issuance wholly for cash of Series A Preferred or securities which by their terms are convertible into or exchangeable for Series A Preferred, dividends on Series A Preferred payable in Series A Preferred or issuance of rights, options or warrants referred to hereinabove in this Section 11, hereafter made by the Company to holders of its Series A Preferred shall not be taxable to such stockholdersshareholders.

Appears in 1 contract

Samples: Rights Agreement (KOHLS Corp)

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Reduction in Purchase Price. Anything in this Section 11 to the contrary notwithstanding, the Company shall be entitled to make such reductions in the Purchase Price, in addition to those adjustments expressly required by this Section 11, as and to the extent that it the Board in its sole discretion shall determine to be advisable in order that any consolidation or subdivision of the Series A Preferred, issuance wholly for cash of any of the Series A Preferred at less than the then then-current market price, issuance wholly for cash of Series A Preferred or securities which by their terms are convertible into or exchangeable for Series A Preferred, dividends on Series A Preferred payable in Series A Preferred or issuance of rights, options or warrants referred to hereinabove in this Section 11, hereafter made by the Company to holders of its Series A Preferred shall not be taxable to such stockholders.

Appears in 1 contract

Samples: Tax Free Spin Protection Plan (Southwest Gas Holdings, Inc.)

Reduction in Purchase Price. Anything in this Section 11 to the contrary notwithstanding, the Company shall be entitled to make such reductions in the Purchase Price, in addition to those adjustments expressly required by this Section 11, as and to the extent that it in its sole discretion shall determine to be advisable in order that any consolidation or subdivision of the Series A D Preferred, issuance wholly for cash of any of the Series A D Preferred at less than the then then-current market price, issuance wholly for cash of Series A D Preferred or securities which by their terms are convertible into or exchangeable for Series A D Preferred, dividends on Series A D Preferred payable in Series A D Preferred or issuance of rights, options or warrants referred to hereinabove in this Section 11, hereafter made by the Company to holders of its Series A D Preferred shall not be taxable to such stockholders.

Appears in 1 contract

Samples: Rights Agreement (Wet Seal Inc)

Reduction in Purchase Price. Anything in this Section 11 to the contrary notwithstanding, the Company shall be entitled to make such reductions in the Purchase Price, in addition to those adjustments expressly required by this Section 11, as and to the extent that it in its sole discretion shall determine to be advisable in order that any consolidation or subdivision of the Series A PreferredC Preferred Shares, issuance wholly for cash of any of the Series A C Preferred Shares at less than the then current market price, issuance wholly for cash of Series A C Preferred Shares or securities which by their terms are convertible into or exchangeable for Series A PreferredC Preferred Shares, dividends or bonus issues on Series A C Preferred Shares payable in Series A C Preferred Shares or issuance of rights, options or warrants referred to hereinabove in this Section 11, hereafter made by the Company to holders of its Series A C Preferred Shares shall not be taxable to such stockholdersshareholders.

Appears in 1 contract

Samples: Rights Agreement (Sinovac Biotech LTD)

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