Effect of Adjustments. Unless the Company shall have exercised its election as provided in Section 11.9, upon each adjustment of the Purchase Price as a result of the calculations made in Sections 11.2 and 11.3, each Right outstanding immediately prior to the making of such adjustment shall thereafter evidence the right to purchase, at the adjusted Purchase Price, that number of one one-hundredths of a Preferred Share (calculated to the nearest one-hundred thousandth of a Preferred Share) obtained by (i) multiplying (x) the number of one one-hundredths of a Preferred Share covered by a Right immediately prior to this adjustment by (y) the Purchase Price in effect immediately prior to such adjustment of the Purchase Price and (ii) dividing the product so obtained by the Purchase Price in effect immediately after such adjustment of the Purchase Price.
Effect of Adjustments. Unless the Company shall have exercised its election as provided in Section 11.9, upon each adjustment of the Purchase Price as a result of the calculations made in Sections 11.2 and 11.3, each Right outstanding immediately prior to the making of such adjustment shall thereafter evidence the right to purchase, at the adjusted Purchase Price, that number of Common Shares (calculated to the nearest ten thousandth) obtained by (i) multiplying (x) the number of Common Shares covered by a Right immediately prior to this adjustment by (y) the Purchase Price in effect immediately prior to such adjustment of the Purchase Price and (ii) dividing the product so obtained by the Purchase Price in effect immediately after such adjustment of the Purchase Price.
Effect of Adjustments. Unless the Company shall have exercised its election as provided in Section 11.9, upon each adjustment of the Purchase Price as a result of the calculations made in Sections 11.2 and 11.3, each Right outstanding immediately prior to the making of such adjustment shall thereafter evidence the right to purchase, at the adjusted
Effect of Adjustments. Any Loss for which a Party would otherwise be obligated to provide indemnification hereunder will be offset to the extent (but only to the extent) such Loss is reflected in the adjustments to the Total Final Merger Consideration under Article 1. Except to the extent expressly agreed otherwise (but subject to the preceding sentence), resolution of the matters in Article 1 is for such purpose only and will not waive or otherwise limit any representation, warranty, covenant or agreement herein nor preclude any remedy or other right hereunder for any breach of any representation, warranty, covenant or agreement herein.
Effect of Adjustments. On the happening of each and every such event set out in clause 5, the applicable provisions of this promissory note, including the Conversion Price, shall, ipso facto, be deemed to be amended accordingly and the Maker shall take all necessary action so as to comply with such provisions as so amended.
Effect of Adjustments. All amounts paid by the Partners or the Purchaser pursuant to this Section 2.10 shall constitute adjustments to the consideration paid in the Merger.
Effect of Adjustments. Unless the Company shall have exercised its election as provided in Section 11.9, upon each adjustment of the Purchase Price as a result of the calculations made in Sections 11.2 and 11.3, each Right outstanding immediately prior to the making of such adjustment shall thereafter evidence the right to purchase, at the adjusted Purchase Price, that number of one one-thousandths of a Preferred Share (calculated to the nearest one- hundredth of one-thousandth of a Preferred Share) obtained by (i) multiplying (x) the number of one one-thousandths of a Preferred Share covered by a Right immediately prior to this adjustment by (y) the Purchase Price in effect immediately prior to such adjustment of the Purchase Price and (ii) dividing the product so obtained by the Purchase Price in effect immediately after such adjustment of the Purchase Price.
Effect of Adjustments. The Parties agree that any payments made pursuant to this Section 1.06 shall be treated for all Tax purposes as an adjustment to the Purchase Price.
Effect of Adjustments. Unless the Board Committee shall have caused the Company to have exercised its election as provided in Section 11.9, upon each adjustment of the Purchase Price as a result of the calculations made in Sections 11.2 and 11.3, each Right outstanding immediately prior to the making of such adjustment shall thereafter evidence the right to purchase, at the adjusted Purchase Price, that number of one one-thousandths of a Preferred Share (calculated to the nearest one-thousand thousandth of a Preferred Share) obtained by (i) multiplying (x) the number of one one-thousandths of a Preferred Share covered by a Right immediately prior to this adjustment by (y) the Purchase Price in effect immediately prior to such adjustment of the Purchase Price and (ii) dividing the product so obtained by the Purchase Price in effect immediately after such adjustment of the Purchase Price.
Effect of Adjustments. 36 5.7. Adjustment of Number of Rights in Lieu of Purchase Price . . . . . . . . . . . . . . . . 36 5.8. Taxable Transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38 5.9. Restrictions on Adjustments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38 VI. RIGHTS HOLDERS --------------
