Common use of Adjustment for Certain Dividends and Distributions Clause in Contracts

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A Conversion Price then in effect by a fraction:

Appears in 13 contracts

Samples: Exclusive License Agreement (Homology Medicines, Inc.), Backstop Securities Agreement (Rehabcare Group Inc), Exclusive License Agreement (Homology Medicines, Inc.)

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Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A Original Issue Date shall make or issue, or fix a record date for the determination of holders of Class A Common Stock entitled to receive, a dividend or other distribution payable on the Class A Common Stock in additional shares of Class A Common Stock, then and in each such event the Series A Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A such Conversion Price then in effect by a fraction:

Appears in 4 contracts

Samples: Securities Purchase Agreement and Investor Agreement (Bloom Energy Corp), Securities Purchase Agreement (SK Ecoplant Co., Ltd.), Securities Purchase Agreement (Bloom Energy Corp)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time time, or from time to time after the Series A Original Issue Date Issuance Date, shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then then, and in each such event event, the Series A Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A Conversion Price then in effect for such series by a fraction:

Appears in 3 contracts

Samples: Investment and Transaction Agreement (Id Systems Inc), Investment and Transaction Agreement (Id Systems Inc), Investment and Transaction Agreement (Id Systems Inc)

Adjustment for Certain Dividends and Distributions. In the event the Corporation Company at any time or from time to time after the Series A Original Issue Initial Issuance Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A Conversion Price then in effect by a fraction:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (General Devices Inc), Stock Purchase Agreement (General Devices Inc), Stockholders Agreement (General Devices Inc)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A B Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A B Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A B Conversion Price then in effect by a fraction:

Appears in 3 contracts

Samples: Adoption Agreement (Planet Technologies, Inc), Subscription Agreement (MyDx, Inc.), Capstone Therapeutics Corp.

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A B Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A each Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A each Conversion Price then in effect by a fraction:

Appears in 2 contracts

Samples: Care.com Inc, Care.com Inc

Adjustment for Certain Dividends and Distributions. In the event the Corporation Company at any time or from time to time after the Series A Original Issue Initial Issuance Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A B Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A B Conversion Price then in effect by a fraction:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (General Devices Inc), Stockholders Agreement (General Devices Inc)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A C Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A C Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A C Conversion Price then in effect by a fraction:

Appears in 2 contracts

Samples: Registration Rights Agreement (Air Liquide Investissements d'Avenir Et De Demonstration), Securities Purchase Agreement (Plug Power Inc)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time time, or from time to time on or after the Original Issue Date for the Series A Original Issue Date Preferred Stock shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A Conversion Price then in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A Conversion Price then in effect by a fraction:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Dimensional Associates, LLC), Agreement and Plan of Merger (Digital Music Group, Inc.)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time time, or from time to time after the Series A Original Issue Date shall make or issue, or fix a record date for the determination of holders of New Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in is additional shares of New Common Stock, then and in each such event the Series A Conversion Price or Series B Conversion Price, as applicable, then in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A Conversion Price or Series B Conversion Price, as applicable, then in effect by a fraction:

Appears in 2 contracts

Samples: Convertible Preferred Stock Agreement of Sale (Predix Pharmaceuticals Holdings Inc), Agreement (Predix Pharmaceuticals Holdings Inc)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A 1 Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A 1 Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A 1 Conversion Price then in effect by a fraction:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Zynerba Pharmeceuticals, Inc.), Agreement and Plan of Merger (Zynerba Pharmeceuticals, Inc.)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A A-1 Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A each Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A each Conversion Price then in effect by a fraction:

Appears in 2 contracts

Samples: Care.com Inc, Care.com Inc

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time time, or from time to time after the Series A Original Issue Date Issuance Date, shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Conversion Price for the Series A Conversion Price Preferred Stock then in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Conversion Price for such Series A Conversion Price Preferred Stock then in effect by a fraction:

Appears in 1 contract

Samples: Voting Agreement (Diametrics Medical Inc)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time time, or from time to time after the Series A Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares Additional Shares of Common Stock, then and in each such event the Series A Conversion Price then in effect immediately before such event shall each be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A Conversion Price then in effect by a fraction:

Appears in 1 contract

Samples: Agreement and Plan of Merger (At&t Latin America Corp)

Adjustment for Certain Dividends and Distributions. In the event the Corporation this corporation at any time time, or from time to time time, after the Series A Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A A-3 Conversion Price then in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record dateate, by multiplying the Series A A-3 Conversion Price then in effect by a fraction:

Appears in 1 contract

Samples: Shareholders Agreement (Intracel Corp)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A Original Issue Initial Issuance Date shall make or issue, or fix a record date for the determination of holders of Class A Common Stock entitled to receive, a dividend or other distribution payable on the Class A Common Stock in additional shares of Class A Common Stock, then and in each such event the Series A Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A Conversion Price then in effect by a fraction:

Appears in 1 contract

Samples: Pipe Agreement (GSR II Meteora Acquisition Corp.)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time time, or from time to time after the Series A C Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A C Conversion Price Price, in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A C Conversion Price then in effect by a fraction:

Appears in 1 contract

Samples: Stock Purchase Agreement (Orion Energy Systems, Inc.)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A Original Issue Effective Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A C Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A C Conversion Price then in effect by a fraction:

Appears in 1 contract

Samples: Registration Rights Agreement (Eastside Distilling, Inc.)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time time, or from time to time after the Series A B Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A Conversion Price in effect immediately before such event shall be decreased decreased, as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A Conversion Price then in effect by a the following fraction:

Appears in 1 contract

Samples: Securities Purchase Agreement (Mti Technology Corp)

Adjustment for Certain Dividends and Distributions. In the event the Corporation Company at any time or from time to time after the Series A Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock Shares entitled to receive, a dividend or other distribution payable on the Common Stock Shares in additional shares of Common StockShares, then and in each such event the Series A Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A Conversion Price then in effect by a fraction:

Appears in 1 contract

Samples: Limited Liability Company Agreement (Geno LLC)

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Adjustment for Certain Dividends and Distributions. In the event the Corporation this corporation at any time time, or from time to time time, after the Series A Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A Conversion Price then in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A Conversion Price then in effect by a fraction:

Appears in 1 contract

Samples: Shareholders Agreement (Intracel Corp)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event event, the Series A Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A Conversion Price then in effect by a fraction:

Appears in 1 contract

Samples: License Agreement (Cerulean Pharma Inc.)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A Original Issue Date Effective Time shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A Conversion Price of each series of Preferred Stock in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A Conversion Price of each series of Preferred Stock then in effect by a fraction:

Appears in 1 contract

Samples: Preferred Stock and Warrant Purchase Agreement (Glori Acquisition Corp.)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time time, or from time to time after the Series A Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A applicable Conversion Price then in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, to the amount obtained by multiplying the Series A applicable Conversion Price then in effect by a fraction:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Mobile Mini Inc)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A D Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A D Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A D Conversion Price then in effect by a fraction:

Appears in 1 contract

Samples: Convertible Preferred Stock and Warrant Purchase Agreement (Idera Pharmaceuticals, Inc.)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A D Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A Conversion Price applicable to the given series of Preferred Stock in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A applicable Conversion Price then in effect by a fraction:

Appears in 1 contract

Samples: Facility Agreement (Kempharm, Inc)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A C-2 Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A C-2 Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A C-2 Conversion Price then in effect by a fraction:

Appears in 1 contract

Samples: Voting Agreement (VirtualScopics, Inc.)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A E-1 Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A Conversion Price then in effect by a fraction:

Appears in 1 contract

Samples: Business Combination Agreement (Pioneer Merger Corp.)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A I Original Issue Date shall make makes or issueissues, or fix fixes a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A I Conversion Price in effect immediately before such event shall will be decreased as of the time of such issuance or, in the event such a record date shall will have been fixed, as of the close of business on such record date, by multiplying the Series A I Conversion Price then in effect by a fraction:

Appears in 1 contract

Samples: Investment Agreement (Las Vegas Gaming Inc)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A C-1 Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A C-1 Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A C-1 Conversion Price then in effect by a fraction:

Appears in 1 contract

Samples: Voting Agreement (VirtualScopics, Inc.)

Adjustment for Certain Dividends and Distributions. In the event the Corporation this corporation at any time time, or from time to time time, after the Series A Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A A-1 Conversion Price then in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A A-1 Conversion Price then in effect by a fraction:

Appears in 1 contract

Samples: Shareholders Agreement (Intracel Corp)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A E Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Common Stock in additional shares of Common Stock, then and in each such event the Series A Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A such Conversion Price then in effect by a fraction:

Appears in 1 contract

Samples: Form of Series Z Subscription Agreement (Starry Holdings, Inc.)

Adjustment for Certain Dividends and Distributions. In the event the Corporation at any time or from time to time after the Series A Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Stock entitled to receive, a dividend or other distribution payable on the Class A Common Stock in additional shares Additional Shares of Class A Common Stock, then and in each such event the Series A Conversion Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying the Series A Conversion Price then in effect by a fraction:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Panacea Acquisition Corp)

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