Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 39 contracts
Samples: Securities Purchase Agreement (Aditx Therapeutics, Inc.), Securities Purchase Agreement (Smith Micro Software, Inc.), Securities Purchase Agreement (Vinco Ventures, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 26 contracts
Samples: Securities Purchase Agreement (EF Hutton Acquisition Corp I), Securities Purchase Agreement (Fisker Inc./De), Securities Purchase Agreement (Akerna Corp.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Notes and the Warrant Shares issuable upon exercise of the Warrants will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Agreement and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 22 contracts
Samples: Securities Purchase Agreement (Liberator Medical Holdings, Inc.), Securities Purchase Agreement (Qiao Xing Universal Telephone Inc), Securities Purchase Agreement (DigitalFX International Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Convertible Debentures in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants Convertible Debentures is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 19 contracts
Samples: Securities Purchase Agreement (Cantabio Pharmaceuticals Inc.), Securities Purchase Agreement (ReTo Eco-Solutions, Inc.), Securities Purchase Agreement (Molecular Data Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders shareholders of the Company.
Appears in 19 contracts
Samples: Securities Purchase Agreement (Giga Tronics Inc), Securities Purchase Agreement (Clean Vision Corp), Securities Purchase Agreement (Cannabics Pharmaceuticals Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Notes and the Warrant Shares issuable upon exercise of the Warrants will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Agreement and the Warrants isWarrants, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 18 contracts
Samples: Securities Purchase Agreement (Wentworth Energy, Inc.), Securities Purchase Agreement (House of Taylor Jewelry, Inc.), Securities Purchase Agreement (Stinger Systems, Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants Note in accordance with this Agreement, the Notes and the Warrants is, in each case, Note is absolute and unconditional (subject to any limitations on conversion as set forth in the Note), regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 15 contracts
Samples: Securities Purchase Agreement (Freeseas Inc.), Securities Purchase Agreement (Freeseas Inc.), Securities Purchase Agreement (Freeseas Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant issuable upon conversion of the Preferred Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Preferred Shares in accordance with this Agreement and the Notes Certificate of Designations, and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Agreement and the Warrants Warrants, is, in each case, absolute and unconditional regardless of not limited by the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 13 contracts
Samples: Securities Purchase Agreement (BTCS Inc.), Securities Purchase Agreement (GridIron BioNutrients, Inc.), Securities Purchase Agreement (Enveric Biosciences, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Convertible Debentures in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants terms thereof is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 12 contracts
Samples: Securities Purchase Agreement (Canoo Inc.), Secured Debenture Purchase Agreement (Ideanomics, Inc.), Secured Debenture Purchase Agreement (Ideanomics, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Notes and the Warrant Shares issuable upon exercise of the Warrants will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes and its obligations to issue the Warrant Shares upon the exercise of the Warrants in accordance with this Agreement, the Notes Agreement and the Warrants Warrants, is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests interest of other stockholders of the Company.
Appears in 11 contracts
Samples: Note and Warrant Purchase Agreement (Eden Energy Corp), Note and Warrant Purchase Agreement (Efoodsafety Com Inc), Note and Warrant Purchase Agreement (Communication Intelligence Corp)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares, Interest Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes, the Interest Shares in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 10 contracts
Samples: Securities Purchase Agreement (Internet Media Services, Inc.), Securities Purchase Agreement (Fuse Science, Inc.), Securities Purchase Agreement (Pacific Ethanol, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 10 contracts
Samples: Securities Purchase Agreement (Ecoblu Products, Inc.), Securities Purchase Agreement (Ecoblu Products, Inc.), Securities Purchase Agreement (Magnum dOr Resources Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion of the Notes will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Answers CORP), Securities Purchase Agreement (I Many Inc), Securities Purchase Agreement (I Many Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion of the Convertible Notes, pursuant to the terms thereof, will increase in certain circumstances. The Company further acknowledges that its obligation obligations to issue the Conversion Shares pursuant to the terms of the Convertible Notes in accordance with this Agreement and the Convertible Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants isare, in each case, absolute and unconditional regardless of the dilutive effect that any such issuance issuances may have on the percentage ownership interests of other stockholders of the Company.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Terra Tech Corp.), Securities Purchase Agreement (Terra Tech Corp.), Securities Purchase Agreement (Terra Tech Corp.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional unconditional, regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Royale Energy Inc), Securities Purchase Agreement (Atrinsic, Inc.), Securities Purchase Agreement (Converted Organics Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Note in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, Note is absolute and unconditional (subject to any limitations on conversion as set forth in the Note), regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders shareholders of the Company.
Appears in 9 contracts
Samples: Exchange Agreement (Box Ships Inc.), Securities Purchase Agreement (Paragon Shipping Inc.), Securities Purchase Agreement (Paragon Shipping Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms of the Notes Preferred Shares in accordance with this Agreement and the Notes Certificate of Designations and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Agreement and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 8 contracts
Samples: Securities Purchase Agreement (IMAC Holdings, Inc.), Securities Purchase Agreement (Crown Electrokinetics Corp.), Securities Purchase Agreement (Edoc Acquisition Corp.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant issuable upon conversion of the Preferred Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Preferred Shares in accordance with this Agreement and the Notes and the Warrant Shares upon exercise Certificate of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, Designations is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 7 contracts
Samples: Securities Purchase Agreement (General Magic Inc), Securities Purchase Agreement (Yieldup International Corp), Securities Purchase Agreement (Ariad Pharmaceuticals Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable pursuant to terms of the Notes will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Digital Ally Inc), Securities Purchase Agreement (GT Biopharma, Inc.), Securities Purchase Agreement (Digital Ally Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant issuable upon conversion of the Preferred Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Preferred Shares in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 6 contracts
Samples: Exchange Agreement (Aphton Corp), Securities Exchange Agreement (Cambex Corp), Securities Exchange Agreement (Cambex Corp)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Note and the Warrant Shares issuable upon exercise of the Warrant will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Note in accordance with this Agreement and its obligations to issue the Warrant Shares upon the exercise of the Warrant in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this AgreementWarrant, the Notes and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests interest of other stockholders of the Company.
Appears in 6 contracts
Samples: Convertible Note Purchase (Armitec Inc), Convertible Note Purchase Agreement (Imaging Technologies Corp/Ca), Convertible Note Purchase (Armitec Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will may increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Shares in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, Certificate is absolute and unconditional unconditional, regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Eton Pharmaceuticals, Inc.), Securities Purchase Agreement (Movano Inc.), Securities Purchase Agreement (Movano Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion of the Notes, pursuant to the terms thereof, will increase in certain circumstances. The Company further acknowledges that its obligation obligations to issue the Conversion Shares pursuant to the terms of the Notes in accordance with this Agreement and the Notes and the to issue Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Agreement and the Warrants isare, in each case, absolute and unconditional regardless of the dilutive effect that any such issuance issuances may have on the percentage ownership interests of other stockholders of the Company.
Appears in 6 contracts
Samples: Loan Agreement (Deep Medicine Acquisition Corp.), Loan Agreement (Deep Medicine Acquisition Corp.), Loan Agreement (Deep Medicine Acquisition Corp.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will may increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional unconditional, regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Energous Corp), Securities Purchase Agreement (Aqua Metals, Inc.), Securities Purchase Agreement (Atomera Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms of the Notes Certificate of Designations in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Preferred Shares and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 6 contracts
Samples: Securities Purchase Agreement (PharmaCyte Biotech, Inc.), Securities Purchase Agreement (Petros Pharmaceuticals, Inc.), Securities Purchase Agreement (MyMD Pharmaceuticals, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Notes and the Warrant Shares issuable upon exercise of the Warrants will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes and its obligations to issue the Warrant Shares upon the exercise of the Warrants in accordance with this Agreement, the Notes Agreement and the Warrants Warrants, is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests interest of other stockholders of the Company.
Appears in 5 contracts
Samples: Note and Warrant Purchase Agreement (Telenetics Corp), Exhibit 99 (Imaging Technologies Corp/Ca), Note and Warrant Purchase Agreement (Telenetics Corp)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Notes and the Warrant Shares issuable upon exercise of the Warrants will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Agreement and the Warrants Warrant is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 5 contracts
Samples: Securities Purchase Agreement (MFC Development Corp), Securities Purchase Agreement (Vcampus Corp), Securities Purchase Agreement (Nesco Industries Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion of the Convertible Debentures will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Convertible Debentures in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, Convertible Debentures is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Galaxy Next Generation, Inc.), Securities Purchase Agreement (Samsara Luggage, Inc.), Securities Purchase Agreement (Westport Energy Holdings Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant issuable upon conversion of the Preferred Shares will may increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Preferred Shares in accordance with this Agreement and the Notes and the Warrant Shares upon exercise Certificate of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, Designations is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Wet Seal Inc), Subordination Agreement (Sac Capital Advisors LLC), Subordination Agreement (Prentice Capital Management, LP)
Dilutive Effect. The Company understands and acknowledges that ---------------- the number of Conversion Shares issuable upon conversion of the Note and the Warrant Shares issuable upon exercise of the Warrant will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Note in accordance with this Agreement and its obligations to issue the Warrant Shares upon the exercise of the Warrant in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this AgreementWarrant, the Notes and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests interest of other stockholders of the Company.
Appears in 4 contracts
Samples: Convertible Note Purchase (Amanda Co Inc), Convertible Note Purchase (Amanda Co Inc), Convertible Note Purchase (Amanda Co Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Warrant Shares issuable upon exercise of the Warrants and the number of Conversion Shares and Warrant issuable upon conversion of the Shares will may increase in certain circumstances. The Company further acknowledges that its obligation to issue Warrant Shares upon exercise of the Warrant and Conversion Shares pursuant to the terms upon conversion of the Notes Shares in accordance with this Agreement and the Notes Certificate of Designations, and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Minrad International, Inc.), Securities Purchase Agreement (Minrad International, Inc.), Securities Purchase Agreement (Kimberlin Kevin)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion of the Convertible Notes will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Convertible Notes in accordance with this Agreement and the Convertible Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 4 contracts
Samples: Securities Purchase Agreement (E Com Ventures Inc), Securities Purchase Agreement (Perfumania Inc), Securities Purchase Agreement (E Com Ventures Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders shareholders of the Company.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Bit Digital, Inc), Securities Purchase Agreement (Reebonz Holding LTD), Securities Purchase Agreement (Globus Maritime LTD)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Underlying Shares and Warrant Shares issuable upon conversion and/or exercise of the Notes and/or Warrants, pursuant to the terms thereof, will increase in certain circumstances. The Company further acknowledges that its obligation obligations to issue the Conversion Underlying Shares pursuant to the terms of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the and/or Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional regardless of the dilutive effect that any such issuance issuances may have on the percentage ownership interests of other stockholders of the Company.
Appears in 4 contracts
Samples: Securities Purchase Agreement (GoIP GLOBAL, INC.), Securities Purchase Agreement (Charge Enterprises, Inc.), Securities Purchase Agreement (Charge Enterprises, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will may increase in certain circumstances. The Company further acknowledges that that, except to the extent an issuance would exceed the beneficial ownership limitation in Section 1(e) of this Agreement, its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Convertible Notes and the Warrant Shares upon exercise of the Warrants in accordance therewith and with this Agreement, the Notes and the Warrants is, in each case, Agreement is absolute and unconditional unconditional, regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders shareholders of the Company.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Borqs Technologies, Inc.), Securities Purchase Agreement (Borqs Technologies, Inc.), Securities Purchase Agreement (Borqs Technologies, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant issuable upon conversion of the Preferred Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Preferred Shares in accordance with this Agreement and the Notes Certificate of Designations and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Agreement and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 4 contracts
Samples: Securities Purchase Agreement ('Mktg, Inc.'), Securities Purchase Agreement (Cano Petroleum, Inc), Securities Purchase Agreement (Cano Petroleum, Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms of the Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise pursuant to the terms of the Warrants in accordance with this Agreement, the Notes and the Warrants Agreement is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 4 contracts
Samples: Securities Purchase Agreement (OneMedNet Corp), Securities Purchase Agreement (Data Knights Acquisition Corp.), Securities Purchase Agreement (Gaucho Group Holdings, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will issuable upon conversion of the Notes shall increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, Exhibit A is absolute and unconditional (subject to any restrictions and limitations on convertibility or exercisability, as applicable, as set forth in Exhibit A), regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders shareholders of the Company.
Appears in 4 contracts
Samples: Registration Rights Agreement (KKR & Co. L.P.), Registration Rights Agreement (China Cord Blood Corp), Convertible Note Purchase Agreement (KKR & Co. L.P.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion of the Promissory Note, will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Promissory Note in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, Promissory Note is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Cool Technologies, Inc.), Securities Purchase Agreement (Clubhouse Media Group, Inc.), Securities Purchase Agreement (Forza Innovations Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will may increase in certain circumstances. The Company further acknowledges that that, except to the extent an issuance would exceed the beneficial ownership limitation in Section 1(e) of this Agreement, its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Convertible Notes and the Warrant Shares upon exercise of the Warrants in accordance therewith and with this Agreement, the Notes and the Warrants is, in each case, Agreement is absolute and unconditional unconditional, regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Mullen Automotive Inc.), Securities Purchase Agreement (NAKED BRAND GROUP LTD), Securities Purchase Agreement (Net Element, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Note in accordance with this Agreement and the Notes Note and the Warrant Shares upon exercise of the Warrants Warrant in accordance with this Agreement, the Notes Agreement and the Warrants Warrant is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Verus International, Inc.), Securities Purchase Agreement (ARJ Consulting, LLC), Securities Purchase Agreement (Verus International, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Convertible Debentures in accordance with this Agreement the terms and the Notes and the Warrant Shares upon exercise conditions of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, absolute and unconditional Transaction Documents regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Near Intelligence, Inc.), Securities Purchase Agreement (Near Intelligence, Inc.), Securities Purchase Agreement (Near Intelligence, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion of the Notes will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Global Power Equipment Group Inc/), Securities Purchase Agreement, Securities Purchase Agreement (Inventergy Global, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will may increase in certain circumstances. The Company further acknowledges that that, except to the extent an issuance would exceed the beneficial ownership limitation in Section 1(e) of this Agreement, its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes Purchase Shares and the Warrant Shares upon exercise of the Warrants in accordance therewith and with this Agreement, the Notes and the Warrants is, in each case, Agreement is absolute and unconditional unconditional, regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Mullen Automotive Inc.), Securities Purchase Agreement (Net Element, Inc.), Securities Purchase Agreement (Ideanomics, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Shares, Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants Securities in accordance with this Agreement, the Notes Conversion Shares upon conversion of the Preferred Shares in accordance with the Certificate of Designations and the Warrants isWarrant Shares in accordance with the terms of the Warrant, in each case, is absolute and unconditional unconditional, regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 3 contracts
Samples: Subscription Agreement (Mabvax Therapeutics Holdings, Inc.), Subscription Agreement (Mabvax Therapeutics Holdings, Inc.), Subscription Agreement (Sevion Therapeutics, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Preferred Shares in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Agreement and the Warrants isWarrants, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 3 contracts
Samples: Securities Purchase Agreement (CorMedix Inc.), Securities Purchase Agreement (CorMedix Inc.), Securities Purchase Agreement (CorMedix Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon exercise of the Warrants, will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Preferred Shares in accordance with this Agreement and the Notes Certificate of Designations and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Agreement and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Magnetar Capital Partners LP), Securities Purchase Agreement (Think Partnership Inc), Securities Purchase Agreement (Think Partnership Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion of the Notes will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement Agreement, the Indenture and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders shareholders of the Company.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Monogram Biosciences, Inc.), Securities Purchase Agreement (Quixote Corp), Securities Purchase Agreement (Richardson Electronics LTD/De)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion of the Notes will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 3 contracts
Samples: Note Purchase Agreement (Alpha Energy Inc), Note Purchase Agreement (Alpha Energy Inc), Note Purchase Agreement (Alpha Energy Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable pursuant to terms of the Notes will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders shareholders of the Company.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Ener-Core Inc.), Securities Purchase Agreement (Air Industries Group), Securities Purchase Agreement (Real Goods Solar, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion or redemption of the Notes will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to (as defined in the terms Purchase Agreement) upon conversion or redemption of the Notes in accordance with this Agreement Amendment and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 3 contracts
Samples: Convertible Notes (Novavax Inc), Convertible Notes (Novavax Inc), Convertible Notes (Novavax Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Convertible Notes in accordance with this Agreement and the Convertible Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 3 contracts
Samples: Securities Purchase Agreement (CooTek(Cayman)Inc.), Securities Purchase Agreement (CooTek(Cayman)Inc.), Securities Purchase Agreement (Baijiayun Group LTD)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion of the Convertible Debenture will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Convertible Debenture in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, Convertible Debenture is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Samsara Luggage, Inc.), Securities Purchase Agreement (Carbonics Capital Corp), Securities Purchase Agreement (Carbonics Capital Corp)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Preferred Shares in accordance with this Agreement and the Notes Certificate of Designations and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Agreement and the Warrants isare, in each case, absolute and unconditional unconditional, regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 3 contracts
Samples: Securities Purchase Agreement (xG TECHNOLOGY, INC.), Securities Purchase Agreement (xG TECHNOLOGY, INC.), Securities Purchase Agreement (xG TECHNOLOGY, INC.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms of the Convertible Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 3 contracts
Samples: Note Purchase Agreement (Workhorse Group Inc.), Note Purchase Agreement (Plug Power Inc), Securities Purchase Agreement (Workhorse Group Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable pursuant to terms of the Notes and the number of Warrant Shares issuable pursuant to the terms of the Warrants will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares and Warrant Shares pursuant to the terms of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Net Element, Inc.), Securities Purchase Agreement (Net Element, Inc.), Securities Purchase Agreement (Net Element, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Series A Preferred Shares will increase in certain circumstances and that the number of Warrant Shares issuable upon exercise of the Warrants will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Series A Preferred Shares in accordance with this Agreement and the Notes Certificate of Designations and the Warrant Series A Preferred Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Diamond Entertainment Corp), Securities Purchase Agreement (Celerity Systems Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes Special Warrants and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Special Warrants and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Transaction Agreement (Workstream Inc), Transaction Agreement (Magnetar Financial LLC)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares, Interest Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue (i) the Conversion Shares pursuant to the terms upon conversion of the Notes and the Interest Shares in accordance with this Agreement and the Notes and (ii) the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants isWarrants, in each case, case is absolute and unconditional unconditional, regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Gold Lakes Corp.), Securities Purchase Agreement (Gold Lakes Corp.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant issuable upon conversion of the Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Shares in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Preferred Stock and Warrant Purchase Agreement (Borealis Technology Corp), Preferred Stock and Warrant Purchase Agreement (Borealis Technology Corp)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable pursuant to the terms of the Certificate of Designations will increase in certain circumstances. The Company further acknowledges that its obligation obligations to issue the Conversion Shares pursuant to the terms of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise Certificate of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, Designations is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Taronis Technologies, Inc.), Securities Purchase Agreement (Taronis Technologies, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will may increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes Preferred Stock and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Certificate of Designation and the Warrants is, in each case, is absolute and unconditional (other than the conditions set forth in this Agreement, in the Certificate of Designation and in the Warrants), regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Placement Agent Agreement (Freeseas Inc.), Placement Agent Agreement (Freeseas Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion In-Kind Payment Shares and Warrant Shares issuable upon conversion of the Notes will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion In-Kind Payment Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes Notes, and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Agreement and the Warrants Warrants, is, in each case, absolute and unconditional regardless of not limited by the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Probility Media Corp), Securities Purchase Agreement (Probility Media Corp)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional (subject to any limitations on conversion as set forth in the Notes), regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Form of Securities Purchase Agreement (Amyris, Inc.), Form of Securities Purchase Agreement (Amyris, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Preferred Stock in accordance with this Agreement and the Notes and the Warrant Shares upon exercise Certificate of the Warrants in accordance with this Agreement, the Notes and the Warrants Designations is, in each case, absolute and unconditional unconditional, regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Exchange Agreement (H.I.G. Aert, LLC), Securities Exchange Agreement (Advanced Environmental Recycling Technologies Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion of the Preferred Stock, pursuant to the terms thereof, will increase in certain circumstances. The Company further acknowledges that its obligation obligations to issue the Conversion Shares pursuant to the terms of the Notes Preferred Stock in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, Preferred Stock is absolute and unconditional regardless of the dilutive effect that any such issuance issuances may have on the percentage ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Amergent Hospitality Group, Inc), Securities Purchase Agreement (Chanticleer Holdings, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable pursuant to terms of the Offered Notes will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms of the Offered Notes in accordance with this Agreement and the Offered Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Enerpulse Technologies, Inc.), Securities Purchase Agreement (Enerpulse Technologies, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Convertible Debentures in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants Convertible Debentures is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders shareholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Therapix Biosciences Ltd.), Securities Purchase Agreement (Dragon Victory International LTD)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (TimefireVR Inc.), Securities Purchase Agreement (Phunware, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Convertible Debentures in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants Convertible Debentures is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Nascent Biotech Inc.), Securities Purchase Agreement (Nascent Biotech Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes Note and the Warrant Shares upon exercise of the Warrants Warrant in accordance with this Agreement, the Notes Note and the Warrants is, in each case, Warrant is absolute and unconditional unconditional, regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (KonaRed Corp), Securities Purchase Agreement (Multimedia Platforms Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Preferred Shares in accordance with this Agreement and the Notes and the Warrant Shares upon exercise Certificate of the Warrants in accordance with this Agreement, the Notes and the Warrants Designations is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Delcath Systems, Inc.), Securities Purchase Agreement (Delcath Systems, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants s in accordance with this Agreement, the Notes and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Purchase Agreement (SRAX, Inc.), Purchase Agreement (SRAX, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Warrant Preferred Shares in accordance with the Warrants and the Conversion Shares pursuant to the terms of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise Certificate of the Warrants in accordance with this Agreement, the Notes and the Warrants Designations is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Magnegas Corp), Securities Purchase Agreement (Magnegas Corp)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares, Interest Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes, the Interest Shares in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Axion Power International, Inc.), Securities Purchase Agreement (Axion Power International, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will may increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes Preferred Stock and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Certificate of Designations and the Warrants is, in each case, is absolute and unconditional unconditional, regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Applied Dna Sciences Inc), Securities Purchase Agreement (Applied Dna Sciences Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant issuable upon conversion of the Preferred Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Preferred Shares in accordance with this Agreement and the Notes Articles of Amendment and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Agreement and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Proxymed Inc /Ft Lauderdale/), Securities Purchase Agreement (Wavo Corp)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Preferred Shares in accordance with this Agreement and the Notes Certificate of Designations and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Agreement and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Ascent Solar Technologies, Inc.), Securities Purchase Agreement (American Virtual Cloud Technologies, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Ascent Solar Technologies, Inc.), Securities Purchase Agreement (LOCAL Corp)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Preferred Shares in accordance with this Agreement and the Notes and the Warrant Shares upon exercise Statement of the Warrants in accordance with this Agreement, the Notes and the Warrants Designations is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (DryShips Inc.), Securities Purchase Agreement (Top Ships Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion of the Notes will increase in certain circumstances. The Subject to the Stockholder Approval requirement, the Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Supergen Inc), Securities Purchase Agreement (Supergen Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion of the Securities will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Securities in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, Securities is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Nova Biosource Fuels, Inc.), Securities Purchase Agreement (Nova Biosource Fuels, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes Preferred Stock and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Certificate of Designation and the Warrants is, in each case, is absolute and unconditional unconditional, regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Novadel Pharma Inc), Securities Purchase Agreement (Novadel Pharma Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will may increase in certain circumstances. The Company further acknowledges that that, except to the extent an issuance would exceed the beneficial ownership limitation in Sections 1(e) and 1(f) of this Agreement, its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes Note and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Note and the Warrants is, in each case, is absolute and unconditional unconditional, regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Lm Funding America, Inc.), Securities Purchase Agreement (Lm Funding America, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to upon conversion of the terms of Notes in accordance with this Agreement and the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Fuse Science, Inc.), Securities Purchase Agreement (Digital Angel Corp)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion or redemption of the Notes will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion or redemption of the Notes in accordance with this Agreement Amendment and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Senior Convertible Notes (Novavax Inc), Senior Convertible Notes (Novavax Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional unconditional, regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Virtus Oil & Gas Corp.), Securities Purchase Agreement (Virtus Oil & Gas Corp.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion or redemption of the Notes will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion or redemption of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 1 contract
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will may increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes Convertible Debenture and the Warrant Shares upon exercise of the Warrants Warrant in accordance with this Agreement, the Notes Convertible Debenture, and the Warrants Warrant is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 1 contract
Samples: Securities Purchase Agreement (Kona Gold Beverage, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will may increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms of the Notes in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this AgreementNotes, the Notes and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders shareholders of the Company.
Appears in 1 contract
Samples: Securities Purchase Agreement (Cosmos Holdings Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to and in accordance with the terms of the Notes in accordance with and this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants pursuant to and in accordance with this Agreement, the Notes and the Warrants and this Agreement is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 1 contract
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Series A Preferred Shares and the Series B Preferred Shares in accordance with this Agreement and the Notes and Series A Certificate or the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants Series B Certificate is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 1 contract
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Convertible Debentures in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants Convertible Debentures is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders othershareholders of the Company.
Appears in 1 contract
Samples: Securities Purchase Agreement (Dragon Victory International LTD)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion of the Debentures will increase in certain circumstances. The Company further acknowledges that its obligation to issue any dilutive effect that the issuance of the Conversion Shares pursuant to the terms upon conversion of the Notes Debentures in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance Indenture may have on the ownership interests of other stockholders of the Company shall have no effect on the Company’s obligation to issue Conversion Shares upon conversion of the Debentures in accordance with this Agreement and the Indenture.
Appears in 1 contract
Samples: Securities Purchase Agreement (Trico Marine Services Inc)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant issuable upon conversion of the Preferred Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Preferred Shares in accordance with this Agreement and the Notes Certificate of Amendment and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Agreement and the Warrants is, in each case, absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 1 contract
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Convertible Debentures and Warrant Shares the number of Commitment Fee Shares, will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Convertible Debentures in accordance with this Agreement and the Notes Convertible Debentures and the Warrant Shares upon exercise issuance of the Warrants Commitment Fee Shares in accordance with this Agreement, the Notes and the Warrants is, in each case, Agreement is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
Appears in 1 contract
Samples: Securities Purchase Agreement (Galaxy Next Generation, Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares issuable upon conversion of the Equity Purchase Agreement will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes available amount under Equity Purchase Agreement in accordance with this Agreement the term and the Notes and the Warrant Shares upon exercise conditions of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, Equity Purchase Agreement is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders shareholders of the Company.
Appears in 1 contract
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares issuable upon conversion of the Notes and the Warrant Shares issuable upon exercise of the Warrants will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes in accordance with this Agreement and the Notes and its obligation to issue the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes Agreement and the Warrants is, is not in each case, absolute and unconditional regardless of the any manner diminished due to any dilutive effect that such issuance may have on the ownership interests of other stockholders shareholders of the Company.
Appears in 1 contract
Samples: Securities Purchase Agreement (Commtouch Software LTD)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Convertible Debentures in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders shareholders of the Company.
Appears in 1 contract
Samples: Securities Purchase Agreement (uCloudlink Group Inc.)
Dilutive Effect. The Company understands and acknowledges that the number of Conversion Shares and Warrant Shares will increase in certain circumstances. The Company further acknowledges that its obligation to issue the Conversion Shares pursuant to the terms upon conversion of the Notes Note in accordance with this Agreement and the Notes and the Warrant Shares upon exercise of the Warrants in accordance with this Agreement, the Notes and the Warrants is, in each case, Note is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders shareholders of the Company.
Appears in 1 contract
Samples: Debt Exchange Agreement (Digital Domain Media Group, Inc.)
