Amendments to Equity Definitions. (i) Solely in respect of adjustments to the Cap Price pursuant to Section 10(y), Section 11.2(e)(vii) of the Equity Definitions is hereby amended by deleting the words “that may have a diluting or concentrative effect on the theoretical value of the relevant Shares” and replacing them with the words “that is the result of a corporate event involving the Issuer or its securities that has a material economic effect on the Shares or options on the Shares; provided that such event is not based on (a) an observable market, other than the market for Issuer’s own stock or (b) an observable index, other than an index calculated and measured solely by reference to Issuer’s own operations.”
Appears in 11 contracts
Samples: Progress Software Corp /Ma, Imax Corp, Peloton Interactive, Inc.
Amendments to Equity Definitions. (i) Solely in respect of adjustments to the Cap Price pursuant to Section 10(y10(z), Section 11.2(e)(vii) of the Equity Definitions is hereby amended by deleting the words “that may have a diluting or concentrative effect on the theoretical value of the relevant Shares” and replacing them with the words “that is the result of a corporate event involving the Issuer Counterparty or its securities that has a material economic effect on the Shares or options on the Shares; provided that such event is not based on (a) an observable market, other than the market for Issuerthe Company’s own stock or (b) an observable index, other than an index calculated and measured solely by reference to IssuerCompany’s own operations.”
Appears in 7 contracts
Samples: Coupa Software Inc, Coupa Software Inc, Middleby Corp
Amendments to Equity Definitions. (i) Solely in respect of adjustments to the Cap Price pursuant to Section 10(y9(x), Section 11.2(e)(vii) of the Equity Definitions is hereby amended by deleting the words “that may have a diluting or concentrative effect on the theoretical value of the relevant Shares” and replacing them with the words “that is the result of a corporate event involving the Issuer or its securities that has a material economic effect on the Shares or options on the Shares; provided that such event is not based on (a) an observable market, other than the market for the Issuer’s own stock or (b) an observable index, other than an index calculated and measured solely by reference to Issuer’s own operations.”
Appears in 7 contracts
Samples: Zynga Inc, Upstart Holdings, Inc., Microchip Technology Inc
Amendments to Equity Definitions. (i) Solely in respect of adjustments to the Cap Price pursuant to Section 10(y), Section 11.2(e)(vii) of the Equity Definitions is hereby amended by deleting the words “that may have a diluting or concentrative effect on the theoretical value of the relevant Shares” and replacing them with the words “that is the result of a corporate event involving the Issuer or its securities that has a material economic effect on the Shares or options on the Shares; provided that such event is not based on (a) an observable market, other than the market for Issuerthe Company’s own stock or (b) an observable index, other than an index calculated and measured solely by reference to IssuerCompany’s own operations.”
Appears in 6 contracts
Samples: Letter Agreement (Chegg, Inc), Coupa Software Inc, Chegg, Inc
Amendments to Equity Definitions. (i) Solely in respect of adjustments to the Cap Price pursuant to Section 10(y9(y), Section 11.2(e)(vii) of the Equity Definitions is hereby amended by deleting the words “that may have a diluting or concentrative effect on the theoretical value of the relevant Shares” and replacing them with the words “that is the result of a corporate event involving the Underlying Shares Issuer or its securities that has a material economic effect on the Shares and/or the Underlying Shares or options on the Shares and/or the Underlying Shares; provided that such event is not based on (a) an observable market, other than the market for the Underlying Shares Issuer’s own stock or (b) an observable index, other than an index calculated and measured solely by reference to the Underlying Shares Issuer’s own operations.”
Appears in 6 contracts
Samples: Letter Agreement (NIO Inc.), NIO Inc., NIO Inc.
Amendments to Equity Definitions. (i) Solely in respect of adjustments to the Cap Price pursuant to Section 10(y), Section 11.2(e)(vii) of the Equity Definitions is hereby amended by deleting the words “that may have a diluting or concentrative effect on the theoretical value of the relevant Shares” and replacing them with the words “that is the result of a corporate event involving the Issuer or its securities that has a material economic effect on the Shares or options on the Shares; provided that such event is not based on (a) an observable market, other than the market for the Issuer’s own stock or (b) an observable index, other than an index calculated and measured solely by reference to Issuer’s own operations.”
Appears in 4 contracts
Samples: Chegg, Inc, Boingo Wireless Inc, Chegg, Inc
Amendments to Equity Definitions. (i) Solely in respect of adjustments to the Cap Price pursuant to Section 10(y9(x), Section 11.2(e)(vii) of the Equity Definitions is hereby amended by deleting the words “that may have a diluting or concentrative effect on the theoretical value of the relevant Shares” and replacing them with the words “that is the result of a corporate event involving the Issuer or its securities that has a material economic effect on the Shares or options on the Shares; provided that such event is not based on (a) an observable market, other than the market for Issuerthe Company’s own stock or (b) an observable index, other than an index calculated and measured solely by reference to IssuerCompany’s own operations.”
Appears in 4 contracts
Samples: Letter Agreement (Everbridge, Inc.), BridgeBio Pharma, Inc., BridgeBio Pharma, Inc.
Amendments to Equity Definitions. (i) Solely in respect of adjustments to the Cap Price pursuant to Section 10(y10(x), (1) Section 11.2(e)(vii) of the Equity Definitions is hereby amended by deleting the words “that may have a diluting or concentrative effect on the theoretical value of the relevant Shares” and replacing them with the words “that is the result of a corporate event involving the Issuer or its securities that has a material economic effect on the Shares or options on the Shares; provided that such event is not based on (a) an observable market, other than the market for Issuerthe Company’s own stock or (b) an observable index, other than an index calculated and measured solely by reference to IssuerCompany’s own operations” and (2) Section 12.1(d) of the Equity Definitions is hereby amended by replacing “10%” with “20% in the third line thereof.”
Appears in 3 contracts
Samples: Liveperson Inc, Liveperson Inc, mayafiles.tase.co.il
Amendments to Equity Definitions. (i) Solely in respect of adjustments to the Cap Price pursuant to Section 10(y), a. Section 11.2(e)(vii) of the Equity Definitions is hereby amended by deleting the words “that may have a diluting or concentrative effect on the theoretical value of the relevant Shares” and replacing them with the words “that is the result of a corporate event involving the Underlying Shares Issuer or its securities that has a material economic effect on the Shares and/or the Underlying Shares or options on the Shares and/or the Underlying Shares; provided that such event is not based on (a) an observable market, other than the market for the Underlying Shares Issuer’s own stock or (b) an observable index, other than an index calculated and measured solely by reference to the Underlying Shares Issuer’s own operations.”
Appears in 3 contracts
Samples: Letter Agreement (NIO Inc.), Letter Agreement (NIO Inc.), Letter Agreement (NIO Inc.)
Amendments to Equity Definitions. (i) Solely in respect of adjustments to the Cap Price pursuant to Section 10(y10(x), Section 11.2(e)(vii) of the Equity Definitions is hereby amended by deleting the words “that may have a diluting or concentrative effect on the theoretical value of the relevant Shares” and replacing them with the words “that is the result of a corporate event involving the Issuer or its securities that has a material economic effect on the Shares or options on the Shares; provided that such event is not based on (a) an observable market, other than the market for Issuerthe Company’s own stock or (b) an observable index, other than an index calculated and measured solely by reference to IssuerCompany’s own operations.”
Appears in 3 contracts
Samples: Alteryx, Inc., Alteryx, Inc., Alteryx, Inc.
Amendments to Equity Definitions. (i) Solely in respect of adjustments to the Cap Price pursuant to Section 10(y10(x), (1) Section 11.2(e)(vii) of the Equity Definitions is hereby amended by deleting the words “that may have a diluting or concentrative effect on the theoretical value of the relevant Shares” and replacing them with the words “that is the result of a corporate event involving the Issuer or its securities that has a material economic effect on the Shares or options on the Shares; provided that such event is not based on (a) an observable market, other than the market for the Issuer’s own stock or (b) an observable index, other than an index calculated and measured solely by reference to Issuer’s own operations” and (2) Section 12.1(d) of the Equity Definitions is hereby amended by replacing “10%” with “20%” in the third line thereof.”
Appears in 3 contracts
Samples: Liveperson Inc, Liveperson Inc, Liveperson Inc
Amendments to Equity Definitions. (i) Solely in respect of adjustments to the Cap Price pursuant to Section 10(y), (1) Section 11.2(e)(vii) of the Equity Definitions is hereby amended by deleting the words “that may have a diluting or concentrative effect on the theoretical value of the relevant Shares” and replacing them with the words “that is the result of a corporate event involving the Issuer or its securities that has a material economic effect on the Shares or options on the Shares; provided that such event is not based on (a) an observable market, other than the market for Issuerthe Company’s own stock or (b) an observable index, other than an index calculated and measured solely by reference to IssuerCompany’s own operations” and (2) Section 12.1(d) of the Equity Definitions is hereby amended by replacing “10%” with “20% in the third line thereof.”
Appears in 2 contracts
Samples: Aerie Pharmaceuticals Inc, Aerie Pharmaceuticals Inc
Amendments to Equity Definitions. (i) Solely in respect of adjustments to the Cap Price pursuant to Section 10(y9(z), Section 11.2(e)(vii) of the Equity Definitions is hereby amended by deleting the words “that may have a diluting or concentrative effect on the theoretical value of the relevant Shares” and replacing them with the words “that is the result of a corporate event involving the Issuer or its securities that has a material economic effect on the Shares or options on the Shares; provided that such event is not based on (a) an observable market, other than the market for the Issuer’s own stock or (b) an observable index, other than an index calculated and measured solely by reference to Issuer’s own operations.”
Appears in 2 contracts
Samples: Purchase Agreement (Super Micro Computer, Inc.), Q2 Holdings, Inc.
Amendments to Equity Definitions. (i) Solely in respect of adjustments to the Cap Price pursuant to Section 10(y), Section 11.2(e)(vii) of the Equity Definitions is hereby amended by deleting the words “that may have a diluting or concentrative effect on the theoretical value of the relevant Shares” and replacing them with the words “that is the result of a corporate event involving the Issuer or its securities that has a material economic effect on the Shares or options on the Shares; provided that such event is not based on (a) an observable market, other than the market for Issuer’s own stock or (b) an observable index, other than an index calculated and measured solely by reference to Issuer’s own operations.”” (i) Section 12.6(a)(ii) of the Equity Definitions is hereby amended by (1) inserting “(1)” immediately following the word “means” in the first line thereof and (2) inserting
Appears in 1 contract
Samples: Progress Software Corp /Ma
Amendments to Equity Definitions. (i) Solely in respect of adjustments to the Cap Price pursuant to Section 10(y), Section 11.2(e)(vii) of the Equity Definitions is hereby amended by deleting the words “that may have a diluting or concentrative effect on the theoretical value of the relevant Shares” and replacing them with the words “that is the result of a corporate event involving the Issuer or its securities that has has, in the commercially reasonable judgment of the Calculation Agent, a material economic effect on the Shares or options the Options on the Shares; provided that such event is not based on (a) an observable market, other than the market for the Issuer’s own stock or (b) an observable index, other than an index calculated and measured solely by reference to Issuer’s own operations.”
Appears in 1 contract
Samples: Xerox Corp
Amendments to Equity Definitions. (i) Solely in respect of adjustments to the Cap Price pursuant to Section 10(y9(y), Section 11.2(e)(vii) of the Equity Definitions is hereby amended by deleting the words “that may have a diluting or concentrative effect on the theoretical value of the relevant Shares” and replacing them with the words “that is the result of a corporate event involving the Issuer or its securities that has a material economic effect on the Shares or options on the Shares; provided that such event is not based on (a) an observable market, other than the market for Issuerthe Company’s own stock or (b) an observable index, other than an index calculated and measured solely by reference to IssuerCompany’s own operations.”
Appears in 1 contract
Samples: Everbridge, Inc.
Amendments to Equity Definitions. (i) Solely in respect of adjustments to the Cap Price pursuant to Section 10(y9(x), Section 11.2(e)(vii) of the Equity Definitions is hereby amended by deleting the words “that may have a diluting or concentrative effect on the theoretical value of the relevant Shares” and replacing them with the words “that is the result of a corporate event involving the Issuer or its securities that has a material economic effect on the Shares or options on the Shares; provided that such event is not based on (a) an observable market, other than the market for Issuerthe Company’s own stock or (b) an observable index, other than an index calculated and measured solely by reference to IssuerCompany’s own operations.”
Appears in 1 contract
Samples: Health Catalyst, Inc.