Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 144 contracts
Samples: Convertible Security Agreement (INVO Bioscience, Inc.), Convertible Security Agreement (Dih Holding Us, Inc.), Convertible Security Agreement (Nauticus Robotics, Inc.)
Stock Dividends and Stock Splits. If the CompanyBorrower, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company Borrower upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the CompanyBorrower, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the CompanyBorrower) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 97 contracts
Samples: Line of Credit Agreement (Star Alliance International Corp.), Convertible Security Agreement (Crown Electrokinetics Corp.), Convertible Security Agreement (Crown Electrokinetics Corp.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 69 contracts
Samples: Convertible Security Agreement (NRX Pharmaceuticals, Inc.), Convertible Security Agreement (Allarity Therapeutics, Inc.), Convertible Security Agreement (Allarity Therapeutics, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 48 contracts
Samples: Convertible Security Agreement (Inspyr Therapeutics, Inc.), Convertible Security Agreement (Fourth Wave Energy, Inc.), Convertible Security Agreement (Inspyr Therapeutics, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes or pursuant to any of the other Transaction Documents), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders shareholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 47 contracts
Samples: Convertible Security Agreement (Unusual Machines, Inc.), Convertible Security Agreement (Black Cactus Global, Inc.), Convertible Security Agreement (OncBioMune Pharmaceuticals, Inc)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (iA) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures), ; (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, ; (iiiC) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares; or (ivD) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 43 contracts
Samples: Convertible Security Agreement (Visualant Inc), Convertible Security Agreement (Visualant Inc), Convertible Security Agreement (Visualant Inc)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (iA) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion ofpursuant to this Debenture, or payment of including as interest on, the Debenturesthereon), (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, (iiiC) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares, or (ivD) issues, in the event of a issues by reclassification of shares of the Common Stock, Stock any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Companyshares, if any) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 41 contracts
Samples: Convertible Security Agreement (Cybra Corp), Convertible Security Agreement (Cybra Corp), Convertible Security Agreement (Brillian Corp)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 37 contracts
Samples: Convertible Security Agreement (Protea Biosciences Group, Inc.), Convertible Security Agreement (Silver Horn Mining Ltd.), Convertible Security Agreement (Aethlon Medical Inc)
Stock Dividends and Stock Splits. If the CompanyBorrower, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company Borrower upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the CompanyBorrower, then the Fixed Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the CompanyBorrower) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 29 contracts
Samples: Convertible Security Agreement (Global Technologies LTD), Convertible Security Agreement (Global Technologies LTD), Convertible Security Agreement (Global Technologies LTD)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationreclassification.
Appears in 28 contracts
Samples: Convertible Security Agreement (Terra Tech Corp.), Convertible Security Agreement (Terra Tech Corp.), Convertible Security Agreement (Terra Tech Corp.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNote), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 27 contracts
Samples: Convertible Security Agreement (Giga Tronics Inc), Convertible Security Agreement (Ault Alliance, Inc.), Convertible Security Agreement (Giga Tronics Inc)
Stock Dividends and Stock Splits. If the CompanyCorporation, at any time while this Debenture Preferred Stock is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any other Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company Corporation upon conversion of, or payment of interest a dividend on, the Debenturesthis Preferred Stock), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares, or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the CompanyCorporation, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the CompanyCorporation) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section 7(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 22 contracts
Samples: Subscription Agreement (Optimus Healthcare Services, Inc.), Subscription Agreement (CONX Corp.), Securities Purchase Agreement (Healthier Choices Management Corp.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Warrant is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment exercise of interest on, the Debenturesthis Warrant), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to this Section 2(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 20 contracts
Samples: Common Stock Purchase Warrant (Peizer Terren S), Common Stock Purchase Warrant (Peizer Terren S), Common Stock Purchase Warrant (Peizer Terren S)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is the Debentures are outstanding: (iA) pays shall pay a stock dividend or otherwise makes make a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion ofpursuant to this Debenture, or payment of including as interest on, the Debenturesthereon), (iiB) subdivides subdivide outstanding shares of Common Stock into a larger number of shares, (iiiC) combines combine (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares, or (ivD) issues, in the event of a issue by reclassification of shares of the Common Stock, Stock any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Companyshares, if any) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 19 contracts
Samples: Convertible Security Agreement (Generex Biotechnology Corp), Securities Agreement (Diomed Holdings Inc), Securities Purchase Agreement (Hartville Group Inc)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (iA) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debenturesthis Debenture), ; (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, ; (iiiC) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares; or (ivD) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 19 contracts
Samples: Convertible Security Agreement (Pacificnet Inc), Convertible Security Agreement (HyperSpace Communications, Inc.), Convertible Security Agreement (Paincare Holdings Inc)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is the Notes are outstanding: (iA) pays shall pay a stock dividend or otherwise makes make a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion ofpursuant to this Note, or payment of including as interest on, the Debenturesthereon), (iiB) subdivides subdivide outstanding shares of Common Stock into a larger number of shares, (iiiC) combines combine (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares, or (ivD) issues, in the event of a issue by reclassification of shares of the Common Stock, Stock any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Companyshares, if any) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 18 contracts
Samples: Convertible Security Agreement (Oncolix, Inc.), Convertible Security Agreement (Advanced Environmental Petroleum Producers Inc.), Convertible Security Agreement (U.S. Aerospace, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debenturesthis Note), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Calculated Conversion Price or the Alternative Conversion Price, as relevant, shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination combination, or re-classification.
Appears in 16 contracts
Samples: Security Agreement (Regen BioPharma Inc), Security Agreement (Regen BioPharma Inc), Convertible Security Agreement (Regen BioPharma Inc)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debenturesthis Note), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Fixed Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 15 contracts
Samples: Convertible Security Agreement (American Noble Gas, Inc.), Convertible Security Agreement (Infinity Energy Resources, Inc), Convertible Security Agreement (Digital Ally Inc)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (iA) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debenturespursuant to this Debenture), (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, (iiiC) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares, or (ivD) issues, in the event of a issues by reclassification of shares of the Common Stock, Stock any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Companyshares, if any) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 15 contracts
Samples: Convertible Security Agreement (Advanced Cell Technology, Inc.), Convertible Security Agreement (Advanced Cell Technology, Inc.), Convertible Security Agreement (Fellows Energy LTD)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 14 contracts
Samples: Convertible Security Agreement (SRAX, Inc.), Convertible Security Agreement (SRAX, Inc.), Convertible Security Agreement (SRAX, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for the avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNote), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationreclassification.
Appears in 14 contracts
Samples: Senior Secured Convertible Promissory Note (Fathom Holdings Inc.), Senior Secured Convertible Note (Elicio Therapeutics, Inc.), Senior Secured Convertible Promissory Note (Dyadic International Inc)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, of the Notes or payment in respect of interest on, the DebenturesAdditional Shares), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 13 contracts
Samples: Security Agreement (Drinks Americas Holdings, LTD), Unsecured Subordinated Note (Las Vegas Railway Express, Inc.), Security Agreement (Drinks Americas Holdings, LTD)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders stockholder entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 13 contracts
Samples: Convertible Security Agreement (Grapefruit USA, Inc), Convertible Security Agreement (Grapefruit USA, Inc), Convertible Security Agreement (Pressure Biosciences Inc)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Fixed Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 12 contracts
Samples: Convertible Security Agreement (Guided Therapeutics Inc), Convertible Security Agreement (Epic Stores Corp.), Convertible Security Agreement (Epic Stores Corp.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (iA) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), ; (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, ; (iiiC) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares; or (ivD) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 12 contracts
Samples: Convertible Security Agreement (Elio Motors, Inc.), Convertible Security Agreement (Fuel Performance Solutions, Inc.), Convertible Security Agreement (AtheroNova Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 11 contracts
Samples: Convertible Security Agreement (Inspire Veterinary Partners, Inc.), Convertible Security Agreement (Inspire Veterinary Partners, Inc.), Convertible Security Agreement (Inspire Veterinary Partners, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 11 contracts
Samples: Convertible Security Agreement (Adrenalina), Convertible Security Agreement (Advanced Cell Technology, Inc.), Convertible Security Agreement (Hague Corp.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Fixed Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 11 contracts
Samples: Convertible Security Agreement (Notis Global, Inc.), Convertible Security Agreement (Notis Global, Inc.), Convertible Security Agreement (Notis Global, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-re classification.
Appears in 9 contracts
Samples: Convertible Security Agreement (Premier Biomedical Inc), Convertible Security Agreement (Premier Biomedical Inc), Convertible Security Agreement (Terra Tech Corp.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (iA) pays shall pay a stock dividend or otherwise makes make a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debenturespursuant to this Note), (iiB) subdivides subdivide outstanding shares of Common Stock into a larger number of shares, (iiiC) combines combine (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares, or (ivD) issues, in the event of a issue by reclassification of shares of the Common Stock, Stock any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Companyshares, if any) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 9 contracts
Samples: Securities Agreement (Cyberdefender Corp), Securities Agreement (Cyberdefender Corp), Securities Purchase Agreement (Cyberdefender Corp)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationre‑classification.
Appears in 9 contracts
Samples: Convertible Security Agreement (ShiftPixy, Inc.), Convertible Security Agreement (ShiftPixy, Inc.), Convertible Security Agreement (ShiftPixy, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions Restricted Payment payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debenturesthis Note), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section 5(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 8 contracts
Samples: Note (ReShape Lifesciences Inc.), Convertible Security Agreement (Fresh Vine Wine, Inc.), Note (Vsee Health, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNote), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Fixed Conversion Price or Alternate Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 8 contracts
Samples: Convertible Security Agreement (Ifan Financial, Inc.), Convertible Security Agreement (Ifan Financial, Inc.), Convertible Security Agreement (Lifelogger Technologies Corp)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesDebenture), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 8 contracts
Samples: Convertible Security Agreement (ADVANCED MEDICAL ISOTOPE Corp), Convertible Security Agreement (ADVANCED MEDICAL ISOTOPE Corp), Convertible Security Agreement (ADVANCED MEDICAL ISOTOPE Corp)
Stock Dividends and Stock Splits. If the CompanyCorporation, at any time while this Debenture Preferred Stock is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any other Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company Corporation upon conversion of, or payment of interest a dividend on, the Debenturesthis Preferred Stock), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares, or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the CompanyCorporation, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the CompanyCorporation) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section 7(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationre‑classification.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Mer Telemanagement Solutions LTD), Underwriting Agreement (Achieve Life Sciences, Inc.), Underwriting Agreement (Achieve Life Sciences, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (iA) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debenturesthis Note), ; (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, ; (iiiC) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares; or (ivD) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 8 contracts
Samples: Convertible Security Agreement (Rimrock Gold Corp.), Convertible Security Agreement (Mimvi, Inc.), Subordinated Note (Spy Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), ; (ii) subdivides outstanding shares of Common Stock into a larger number of shares, ; (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares; or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section 5(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationreclassification.
Appears in 7 contracts
Samples: Convertible Security Agreement (Growlife, Inc.), Convertible Security Agreement (Growlife, Inc.), Convertible Security Agreement (Growlife, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debenturesthis Note), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationre‑classification.
Appears in 7 contracts
Samples: Convertible Security Agreement (Giga Tronics Inc), Convertible Security Agreement (Giga Tronics Inc), Share Exchange Agreement (Giga Tronics Inc)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debenturesthis Note), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 7 contracts
Samples: Convertible Security Agreement (Optimus Healthcare Services, Inc.), Convertible Security Agreement (Optimus Healthcare Services, Inc.), Convertible Security Agreement (Delcath Systems, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Fixed Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a such dividend, distribution, subdivision, combination or re-classification.
Appears in 6 contracts
Samples: Convertible Security Agreement (World Moto, Inc.), Convertible Security Agreement (World Moto, Inc.), Convertible Security Agreement (World Moto, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNote), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which which, the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination combination, or re-classification.
Appears in 6 contracts
Samples: Convertible Security Agreement (POSITIVEID Corp), Convertible Security Agreement (POSITIVEID Corp), Convertible Security Agreement (POSITIVEID Corp)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesDebentures or upon exercise of the Warrants), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 6 contracts
Samples: Convertible Security Agreement (Ideanomics, Inc.), Convertible Security Agreement (Ideanomics, Inc.), Convertible Security Agreement (Ideanomics, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for the avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section 5(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 6 contracts
Samples: Convertible Security Agreement (Force Protection Video Equipment Corp.), Convertible Security Agreement (Force Protection Video Equipment Corp.), Convertible Security Agreement (Force Protection Video Equipment Corp.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions Restricted Payment payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debenturesthis Note), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Fixed Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section 5(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 6 contracts
Samples: Convertible Security Agreement (Vsee Health, Inc.), Convertible Security Agreement (Digital Health Acquisition Corp.), Convertible Security Agreement (Digital Health Acquisition Corp.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationre‑classification.
Appears in 6 contracts
Samples: Convertible Security Agreement (NovaBay Pharmaceuticals, Inc.), Convertible Security Agreement (Apollo Endosurgery, Inc.), Convertible Security Agreement (ReShape Lifesciences Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesDebentures or in connection with an Exempt Issuance), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 6 contracts
Samples: Convertible Security Agreement (Sg Blocks, Inc.), Convertible Security Agreement (Sg Blocks, Inc.), Convertible Security Agreement (Sg Blocks, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures)Shares, (ii) subdivides outstanding shares of Common Stock Shares into a larger number of sharesShares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock Shares into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common StockShares, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock Shares (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock Shares outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 5 contracts
Samples: Convertible Note Agreement (Ipsidy Inc.), Convertible Note (Ipsidy Inc.), Securities Purchase Agreement (Ipsidy Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 5 contracts
Samples: Convertible Security Agreement (Legacy Education Alliance, Inc.), Convertible Security Agreement (Legacy Education Alliance, Inc.), Convertible Security Agreement (Legacy Education Alliance, Inc.)
Stock Dividends and Stock Splits. If the CompanyCorporation, at any time while this Debenture Series A Non-Voting Preferred Stock is outstanding: (iA) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company Corporation upon conversion of, or payment of interest on, this Series A Non-Voting Preferred Stock) with respect to the Debentures), then outstanding shares of Common Stock; (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, ; or (iiiC) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Companyshares, then the Conversion Price Ratio shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the CompanyCorporation) outstanding immediately before after such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after before such eventevent (excluding any treasury shares of the Corporation). Any adjustment made pursuant to this Section 7.1 shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination subdivision or re-classificationcombination.
Appears in 5 contracts
Samples: Merger Agreement (Spyre Therapeutics, Inc.), Merger Agreement (Aeglea BioTherapeutics, Inc.), Merger Agreement (Aeglea BioTherapeutics, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on or shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the CompanyCompany ) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of holders of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 5 contracts
Samples: Convertible Security Agreement (White River Energy Corp.), Convertible Security Agreement (White River Energy Corp.), Convertible Security Agreement (White River Energy Corp.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (iA) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), ; (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, ; (iiiC) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares; or (ivD) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before prior to such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders shareholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 5 contracts
Samples: Convertible Security Agreement (Ebix Inc), Convertible Security Agreement (Ebix Inc), Convertible Security Agreement (Ebix Inc)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Discovery Energy Corp.), Debenture Agreement (Discovery Energy Corp.), Securities Purchase Agreement (Discovery Energy Corp.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is the Debentures are outstanding: (iA) pays shall pay a stock dividend or otherwise makes make a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debenturespursuant to this Debenture), (iiB) subdivides subdivide outstanding shares of Common Stock into a larger number of shares, (iiiC) combines combine (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares, or (ivD) issues, in the event of a issue by reclassification of shares of the Common Stock, Stock any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Companyshares, if any) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Convertible Security Agreement (Preferred Voice Inc), Convertible Security Agreement (RCG Companies Inc), Convertible Security Agreement (Preferred Voice Inc)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNote), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification. The provisions of this Section shall not apply upon the consummation of the Reverse Stock Split.
Appears in 4 contracts
Samples: Convertible Security Agreement (Charge Enterprises, Inc.), Convertible Security Agreement (Charge Enterprises, Inc.), Convertible Security Agreement (GoIP GLOBAL, INC.)
Stock Dividends and Stock Splits. If the CompanyXxxXxx, at any time while this Debenture is any obligations hereunder are outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company JanOne upon conversion of, or payment of interest on, the Debentureshereon), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the CompanyJanOne, then the Fixed Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the CompanyJanOne) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination combination, or re-classification.
Appears in 4 contracts
Samples: Convertible Security Agreement (JanOne Inc.), Convertible Security Agreement (JanOne Inc.), Convertible Security Agreement (JanOne Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock Series B Shares issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), ; (ii) subdivides outstanding shares of Common Stock into a larger number of shares, ; (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares; or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section 6(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationreclassification.
Appears in 4 contracts
Samples: Convertible Promissory Note (Vape Holdings, Inc.), Secured Series B Preferred Stock Convertible Promissory Note (Vape Holdings, Inc.), Convertible Promissory Note (Vape Holdings, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock Ordinary Shares and/or ADSs on shares of Common Stock Ordinary Shares or any Common Stock Ordinary Shares Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock ADSs issued by the Company upon conversion of, or payment of interest on, the Debentures), (ii) subdivides outstanding shares of Common Stock ADSs and/or Ordinary Shares into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock ADSs and/or Ordinary Shares into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common StockOrdinary Shares, any shares of capital stock of the Company, then the Fixed Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock Ordinary Shares (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock Ordinary Shares outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders shareholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Convertible Security Agreement (Lion Group Holding LTD), Convertible Security Agreement (Lion Group Holding LTD), Convertible Security Agreement (Lion Group Holding LTD)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures), (iiA) subdivides outstanding shares of Common Stock into a larger number of shares, ; (iiiB) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares; or (ivC) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Convertible Security Agreement (Net TALK.COM, Inc.), Convertible Security Agreement (Net TALK.COM, Inc.), Convertible Security Agreement (Net TALK.COM, Inc.)
Stock Dividends and Stock Splits. If the CompanyBorrower, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company Borrower upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the CompanyBorrower, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the CompanyBorrower) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Convertible Security Agreement (Creative Medical Technology Holdings, Inc.), Convertible Security Agreement (Integrated Ventures, Inc.), Convertible Security Agreement (Integrated Ventures, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (iA) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), ; (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, ; (iiiC) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares; or (ivD) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders shareholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Convertible Security Agreement (GeoPharma, Inc.), Convertible Security Agreement (GeoPharma, Inc.), Convertible Security Agreement (GeoPharma, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders stockholder entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Convertible Security Agreement (DraftDay Fantasy Sports, Inc.), Convertible Security Agreement (NewLead Holdings Ltd.), Convertible Security Agreement (Intercloud Systems, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture subsequent to the Closing Date as long as the Series A Preferred Stock is outstanding: (i) pays shall pay a stock dividend or otherwise makes make a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debenturespursuant to this Series A Preferred Stock), (ii) subdivides subdivide outstanding shares of Common Stock into a larger number of shares, (iii) combines combine (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares, or (iv) issues, in the event of a issue by reclassification of shares of the Common Stock, Stock any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Companyshares, if any) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Securities Purchase Agreement (China Wind Systems, Inc), Securities Purchase Agreement (Malex Inc), Securities Purchase Agreement (China Education Alliance Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (iA) pays a stock dividend or otherwise makes make a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion ofpursuant to this Debenture, or payment of including as interest on, the Debenturesthereon), (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, (iiiC) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares, or (ivD) issues, in the event of a issues by reclassification of shares of the Common Stock, Stock any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Companyshares, if any) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Convertible Security Agreement (Brillian Corp), Convertible Security Agreement (Brillian Corp), Convertible Security Agreement (Secured Services Inc)
Stock Dividends and Stock Splits. If the CompanyCorporation, at any time while this Debenture Preferred Stock is outstanding: (iA) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any other Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company Corporation upon conversion of, or payment of interest a dividend on, the Debenturesthis Preferred Stock), ; (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, ; (iiiC) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares; or (ivD) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the CompanyCorporation, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the CompanyCorporation) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section 7(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Preferred Stock Purchase Agreement (Premier Power Renewable Energy, Inc.), Securities Purchase Agreement (NewCardio, Inc.), Securities Purchase Agreement (Ortec International Inc)
Stock Dividends and Stock Splits. If the CompanyCompanies, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company Companies upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the CompanyCompanies, then the Fixed Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the CompanyCompanies) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 4 contracts
Samples: Convertible Security Agreement (Notis Global, Inc.), Convertible Security Agreement (Notis Global, Inc.), Convertible Security Agreement (Notis Global, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debenturesthis Notes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Fixed Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination combination, or re-classification.
Appears in 4 contracts
Samples: Convertible Security Agreement (Endexx Corp), Convertible Security Agreement (Endexx Corp), Convertible Security Agreement (Endexx Corp)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debenturesthis Debenture), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Security Agreement (22nd Century Group, Inc.), Security Agreement (CareDx, Inc.), Convertible Security Agreement (Intercloud Systems, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures), (iiA) subdivides outstanding shares of Common Stock common stock into a larger number of shares, ; (iiiB) combines (including by way of a reverse stock split) outstanding shares of Common Stock common stock into a smaller number of shares shares; or (ivC) issues, in the event of a reclassification of shares of the Common Stockcommon stock, any shares of capital stock of the Company, then the Unit Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock common stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock common stock outstanding immediately after such event. Any adjustment made pursuant to this Section subsection shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification. Any adjustments under this Section 4(c)(i) shall be effective at the close of business on the date the stock split or combination occurs.
Appears in 3 contracts
Samples: Mineral Right Option Agreement (Amazon Goldsands Ltd.), Mineral Right Option Agreement (Constitution Mining Corp), Mineral Right Option Agreement (Amazon Goldsands Ltd.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section 5(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationre‑classification.
Appears in 3 contracts
Samples: 4% Secured Subordinated Convertible Note (SolarMax Technology, Inc.), 4% Secured Subordinated Convertible Note (SolarMax Technology, Inc.), Convertible Note Agreement (SolarMax Technology, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on outstanding shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures)Stock, (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares, or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction fraction, the numerator of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and the denominator of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination combination, or re-classification.
Appears in 3 contracts
Samples: Warrant Agreement (STWC. Holdings, Inc.), Note Agreement (Puramed Bioscience Inc.), Note (Progressive Care Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (iA) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, of this Debenture or payment upon exercise of interest on, the DebenturesWarrants), ; (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, ; (iiiC) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares; or (ivD) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Convertible Security Agreement (180 Connect Inc.), Convertible Security Agreement (180 Connect Inc.), Convertible Security Agreement (180 Connect Inc.)
Stock Dividends and Stock Splits. If the Company, at any time after April 29, 2016, while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Promissory Note Amendment (Bridgeline Digital, Inc.), Promissory Notes (Bridgeline Digital, Inc.), Promissory Note (Bridgeline Digital, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (iA) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures), ; (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, ; (iiiC) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares; or (ivD) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination combination, or re-classification.
Appears in 3 contracts
Samples: Convertible Security Agreement (CrowdGather, Inc.), Convertible Security Agreement (CrowdGather, Inc.), Convertible Security Agreement (CrowdGather, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the CompanyCompany ) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of holders of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Convertible Security Agreement (Alpha Healthcare Acquisition Corp Iii), Convertible Security Agreement (Alpha Healthcare Acquisition Corp Iii), Convertible Security Agreement (NightFood Holdings, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is the Debentures are outstanding: (iA) pays shall pay a stock dividend or otherwise makes make a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debenturespursuant to this Debenture), (iiB) subdivides subdivide outstanding shares of Common Stock into a larger number of shares, (iiiC) combines combine (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares, or (ivD) issues, in the event of a issue by reclassification of shares of the Common Stock, Stock any shares of capital stock of the Company, then the Conversion Set Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Companyshares, if any) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Hartville Group Inc), Convertible Security Agreement (Waverider Communications Inc), Securities Purchase Agreement (Medialink Worldwide Inc)
Stock Dividends and Stock Splits. If the CompanyCorporation, at any time while this Debenture Preferred Stock is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions that is payable in shares of Common Stock on shares of Common Stock or any other Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company Corporation upon conversion of, or payment of interest a dividend on, the DebenturesPreferred Stock), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares, or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the CompanyCorporation, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the CompanyCorporation) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section 7(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Artificial Intelligence Technology Solutions Inc.), Securities Purchase Agreement (Verde Bio Holdings, Inc.), Securities Purchase Agreement (Verde Bio Holdings, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution Distribution or distributions Distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution Distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Convertible Security Agreement (MICT, Inc.), Convertible Security Agreement (MICT, Inc.), Convertible Security Agreement (BNN Technology PLC)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNote), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares (and see Section 6(a)(xviii) in this regard), or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which which, the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination combination, or re-classification.
Appears in 3 contracts
Samples: Convertible Security Agreement (Uppercut Brands, Inc.), Convertible Security Agreement (Creative Medical Technology Holdings, Inc.), Convertible Security Agreement (Creative Medical Technology Holdings, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents common stock equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Convertible Security Agreement (Intellinetics, Inc.), Convertible Security Agreement (Intellinetics, Inc.), Convertible Security Agreement (Intellinetics, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (iA) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the DebenturesNote or any shares of Common Stock issued by the Company upon exercise of the Warrant), ; (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, ; (iiiC) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares; or (ivD) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Convertible Security Agreement (ARJ Consulting, LLC), Convertible Security Agreement (Verus International, Inc.), Convertible Security Agreement (Verus International, Inc.)
Stock Dividends and Stock Splits. If the CompanyBorrower, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company Borrower upon conversion of, or payment of interest on, the DebenturesDebenture), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the CompanyBorrower, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the CompanyBorrower) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Western Magnesium Corp.), Securities Purchase Agreement (Western Magnesium Corp.), Securities Purchase Agreement (Western Magnesium Corp.)
Stock Dividends and Stock Splits. If the CompanyBorrower, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company Borrower upon conversion of, or payment of interest on, the DebenturesNotes), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the CompanyBorrower, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the CompanyBorrower) outstanding immediately before such event, and of which the denominator shall be he the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Accelerated Pharma, Inc.), Securities Purchase Agreement (Accelerated Pharma, Inc.), Convertible Security Agreement (Accelerated Pharma, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, of the Debentures or payment upon the exercise of interest on, the Debenturesany options or warrants), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Convertible Security Agreement (Authentidate Holding Corp), Convertible Security Agreement (Pressure Biosciences Inc), Debenture (Ocz Technology Group Inc)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (iA) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures), ; (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, ; (iiiC) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares; or (ivD) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Convertible Security Agreement (Axion International Holdings, Inc.), Convertible Security Agreement (Analytical Surveys Inc), Convertible Security Agreement (Harborview Master Fund Lp)
Stock Dividends and Stock Splits. If the CompanyCorporation, at any time while this Debenture Series A Preferred is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any other Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company Corporation upon conversion of, or payment of interest on, the Debenturesthis Series A Preferred), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares, or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the CompanyCorporation, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the CompanyCorporation) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section 6(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationre‑classification.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Asta Holdings, Corp.), Merger and Share Exchange Agreement (Asta Holdings, Corp.), Merger and Share Exchange Agreement (Asta Holdings, Corp.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debenturesthis Note), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Fixed Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section 5 shall become effective immediately after the record date for the determination of stockholders shareholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Convertible Security Agreement (Exactus, Inc.), Convertible Security Agreement (Attis Industries Inc.), Securities Purchase Agreement (Attis Industries Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, of the Debentures or payment of interest on, the Debenturesin connection with an Exempt Issuance), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-re classification.
Appears in 3 contracts
Samples: Convertible Security Agreement (Sg Blocks, Inc.), Convertible Security Agreement (Sg Blocks, Inc.), Convertible Security Agreement (Sg Blocks, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (iA) pays a stock dividend or otherwise makes a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion ofpursuant to this Note, or payment of including as interest on, the Debenturesthereon), (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, (iiiC) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares, or (ivD) issues, in the event of a issues by reclassification of shares of the Common Stock, Stock any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Companyshares, if any) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Convertible Security Agreement (Linux Gold Corp), Convertible Security Agreement (Omnireliant Holdings, Inc.), Convertible Security Agreement (Environmental Service Professionals, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest a redemption amount on, the Debentures), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Security Agreement (Capital Growth Systems Inc /Fl/), Security Agreement (Capital Growth Systems Inc /Fl/), Security Agreement (Capital Growth Systems Inc /Fl/)
Stock Dividends and Stock Splits. If the CompanyBorrower, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company Borrower upon conversion of, of the Notes or payment of interest on, the Debenturesany other Permitted Indebtedness that is convertible into Common Stock), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the CompanyBorrower, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the CompanyBorrower) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Convertible Note (GT Biopharma, Inc.), Settlement Note (GT Biopharma, Inc.), Convertible Note (GT Biopharma, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, of the Notes or payment upon the exercise of interest on, the Debenturesany options or warrants), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Convertible Security Agreement (Aeon Global Health Corp.), Convertible Security Agreement (Authentidate Holding Corp), Convertible Security Agreement (Authentidate Holding Corp)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Series C Preferred Stock is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any other Common Stock Equivalents in respect of its Common Stock (which, for avoidance of doubt, shall not include include: (x) any shares of Common Stock issued by the Company upon conversion ofof this Series C Preferred Stock, (y) any Dividend paid in shares of Common Stock pursuant to Section 4(a)(ii) or payment (z) any dividend payable in respect of interest on, any other series of preferred stock of the DebenturesCompany), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares, or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price Shares underlying the Series C Preferred Stock shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section 9(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classificationreclassification.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Canoo Inc.), Securities Purchase Agreement (Canoo Inc.), Securities Purchase Agreement (Canoo Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (iA) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures), ; (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, ; (iiiC) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares; or (ivD) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.. [INTENTIONALLY DELETED] [INTENTIONALLY DELETED] [INTENTIONALLY DELETED]
Appears in 3 contracts
Samples: Convertible Security Agreement (Analytical Surveys Inc), Convertible Security Agreement (Analytical Surveys Inc), Convertible Security Agreement (Analytical Surveys Inc)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price then in effect shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Convertible Security Agreement (Protea Biosciences Group, Inc.), Convertible Security Agreement (Protea Biosciences Group, Inc.), Convertible Security Agreement (Protea Biosciences Group, Inc.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture Note is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions Restricted Payment payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debenturesthis Note), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into to a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Fixed Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section 5(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Convertible Security Agreement (Vsee Health, Inc.), Convertible Security Agreement (Vsee Health, Inc.), Convertible Security Agreement (Digital Health Acquisition Corp.)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (iA) pays a stock dividend or otherwise makes make a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debenturespursuant to this Debenture), (iiB) subdivides outstanding shares of Common Stock into a larger number of shares, (iiiC) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares, or (ivD) issues, in the event of a issues by reclassification of shares of the Common Stock, Stock any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Companyshares, if any) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Convertible Security Agreement (Us Dataworks Inc), Securities Agreement (TNX Television Holdings Inc), Convertible Security Agreement (Pacific Gold Corp)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion of, or payment of interest on, the Debentures), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders shareholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Convertible Security Agreement (Spectrascience Inc), Convertible Security Agreement (Spectrascience Inc), Convertible Security Agreement (Spectrascience Inc)
Stock Dividends and Stock Splits. If the CompanyCorporation, at any time while this Debenture Preferred Stock is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock on shares of Common Stock or any other Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company Corporation upon conversion of, or payment of interest a dividend on, the Debenturesthis Preferred Stock), (ii) subdivides outstanding shares of Common Stock into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares, or (iv) issues, in the event of a reclassification of shares of the Common Stock, any shares of capital stock of the CompanyCorporation, then the Conversion Price Ratio shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Company) outstanding immediately before after such event, and of which the denominator shall be the number of shares of Common Stock (excluding any treasury shares of the Corporation) outstanding immediately after before such event. Any adjustment made pursuant to this Section 7(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Cerecor Inc.), Asset Purchase Agreement (Cerecor Inc.), Asset Purchase Agreement (Aytu Bioscience, Inc)
Stock Dividends and Stock Splits. If the Company, at any time while this Debenture is outstanding: (i) pays a stock dividend or otherwise makes a distribution or distributions payable in shares of Common Stock Ordinary Shares on shares of Common Stock Ordinary Shares or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock Ordinary Shares issued by the Company upon conversion of, or payment of interest on, the Debentures), (ii) subdivides outstanding shares of Common Stock Ordinary Shares into a larger number of shares, (iii) combines (including by way of a reverse stock split) outstanding shares of Common Stock Ordinary Shares into a smaller number of shares or (iv) issues, in the event of a reclassification of shares of the Common StockOrdinary Shares, any shares of capital stock of the Company, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock Ordinary Shares (excluding any treasury shares of the Company) outstanding immediately before such event, and of which the denominator shall be the number of shares of Common Stock Ordinary Shares outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 2 contracts
Samples: Convertible Security Agreement (Rosetta Genomics Ltd.), Convertible Security Agreement (Rosetta Genomics Ltd.)
Stock Dividends and Stock Splits. If the CompanyIssuer, at any time while this Debenture is the Notes are outstanding: (iA) pays shall pay a stock dividend or otherwise makes make a distribution or distributions on shares of its Common Stock or any other equity or equity equivalent securities payable in shares of Common Stock on shares of Common Stock or any Common Stock Equivalents (which, for avoidance of doubt, shall not include any shares of Common Stock issued by the Company upon conversion ofIssuer pursuant to this Note, or payment of including as interest on, the Debenturesthereon), (iiB) subdivides subdivide outstanding shares of Common Stock into a larger number of shares, (iiiC) combines combine (including by way of a reverse stock split) outstanding shares of Common Stock into a smaller number of shares shares, or (ivD) issues, in the event of a issue by reclassification of shares of the Common Stock, Stock any shares of capital stock of the CompanyIssuer, then the Conversion Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding any treasury shares of the Companyshares, if any) outstanding immediately before such event, event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to this Section shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution and shall become effective immediately after the effective date in the case of a subdivision, combination or re-classification.
Appears in 2 contracts
Samples: Convertible Promissory Note (The3rdBevco Inc.), Convertible Promissory Note (The3rdBevco Inc.)
