Common use of Adjustment of Conversion Price upon Issuance of Common Stock Clause in Contracts

Adjustment of Conversion Price upon Issuance of Common Stock. If on or after the Subscription Date the Corporation issues or sells, or in accordance with this Section 8(a) is deemed to have issued or sold, any shares of Common Stock, including the issuance or sale of shares of Common Stock owned or held by or for the account of the Corporation, but excluding any Excluded Securities (issued or sold or deemed to have been issued or sold) for a consideration per share (the “New Issuance Price”) less than a price equal to the Conversion Price in effect immediately prior to such issue or sale or deemed issuance or sale (such Conversion Price then in effect is referred to herein as the “Applicable Price”) (the foregoing a “Dilutive Issuance”), then, immediately after such Dilutive Issuance, the Conversion Price then in effect shall be reduced to the New Issuance Price. For all purposes of the foregoing (including determining the adjusted Conversion Price and the New Issuance Price under this Section 8(a), the following shall be applicable:

Appears in 1 contract

Samples: Exchange Agreement (GridIron BioNutrients, Inc.)

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Adjustment of Conversion Price upon Issuance of Common Stock. If Except in respect of any Exempt Issuance, if and whenever on or after the Subscription Original Issue Date the Corporation issues or sells, or in accordance with this Section 8(a7(e) is deemed to have issued or sold, any shares of Common Stock, Stock (including the issuance or sale of shares of Common Stock owned or held by or for the account of the Corporation, but excluding any Excluded Securities (issued or sold or deemed to have been issued or sold) Corporation for a consideration per share (the “New Issuance Price”) less than a price equal to the Conversion Price in effect immediately prior to such issue issuance or sale or deemed issuance or sale (such Conversion Price then in effect is referred to herein as the “Applicable Price”) (the foregoing a “Dilutive Issuance”), then, immediately after such Dilutive Issuance, the Conversion Price then in effect shall be reduced to an amount equal to the greater of the New Issuance Price and the Floor Price. For all purposes of the foregoing (including including, without limitation, determining the adjusted Conversion Price and the New Issuance Price under this Section 8(a7(e)), the following shall be applicable:: (i)

Appears in 1 contract

Samples: Securities Purchase Agreement (Digital Media Solutions, Inc.)

Adjustment of Conversion Price upon Issuance of Common Stock. If and whenever on or after the Subscription Date the Corporation Company issues or sells, or in accordance with this Section 8(a7(a) is deemed to have issued or sold, any shares of Common Stock, Stock (including the issuance or sale of shares of Common Stock owned or held by or for the account of the CorporationCompany, but excluding any Excluded Securities (issued or sold or deemed to have been issued or sold) for a consideration per share (the “New Issuance Price”) less than a price equal to the Conversion Price in effect immediately prior to such issue or sale or deemed issuance or sale (such Conversion Price then in effect is referred to herein as the “Applicable Price”) (the foregoing a “Dilutive Issuance”), then, immediately after such Dilutive Issuance, the Conversion Price then in effect shall be reduced to an amount equal to the New Issuance Price. For all purposes of the foregoing (including determining the adjusted Conversion Price and the New Issuance Price under this Section 8(a7(a), the following shall be applicable:

Appears in 1 contract

Samples: Ads in Motion, Inc.

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Adjustment of Conversion Price upon Issuance of Common Stock. If and whenever on or after the Subscription Date the Corporation Company issues or sells, or in accordance with this Section 8(a7(a) is deemed to have issued or sold, any shares of Common Stock, Stock (including the issuance or sale of shares of Common Stock owned or held by or for the account of the CorporationCompany, but excluding any Excluded Securities (issued or sold or deemed to have been issued or sold) for a consideration per share (the “New Issuance Price”) less than a price equal to the Conversion Price in effect immediately prior to such issue issuance or sale or deemed issuance or sale (such Conversion Price then in effect is referred to herein as the “Applicable Price”) (the foregoing a “Dilutive Issuance”), then, immediately after such Dilutive Issuance, Issuance the Conversion Price then in effect shall be reduced to the New Issuance Price. For all purposes of the foregoing (including including, without limitation, determining the adjusted Conversion Price and the New Issuance Price under this Section 8(a7(a)), the following shall be applicable:

Appears in 1 contract

Samples: Registration Rights Agreement (Majesco Entertainment Co)

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