Effect on Exercise Price of Certain Events. For purposes of determining the adjusted Exercise Price under Paragraph 4(a) hereof, the following will be applicable:
Effect on Exercise Price of Certain Events. For purposes of determining the adjusted Exercise Price under Section 11(b) hereof, the following will be applicable:
Effect on Exercise Price of Certain Events. For purposes of determining the adjusted Exercise Price under Section 2B, the following shall be applicable:
Effect on Exercise Price of Certain Events. For purposes of determining ------------------------------------------ the adjusted Exercise Price under Paragraph 4(a) hereof, the following will be applicable:
Effect on Exercise Price of Certain Events. For ------------------------------------------ purposes of determining the adjusted Exercise Price under subparagraph (i) or (ii) of this paragraph (c), the following will be applicable:
Effect on Exercise Price of Certain Events. For purposes of determining the adjusted Conversion Price under Section 3.B, the following shall be applicable:
Effect on Exercise Price of Certain Events. For purposes of determining the adjusted Exercise Price under Section 3(b) (which, for the avoidance of doubt, the Company expressly agrees shall mean, for all purposes of this Section 3(c), including for purposes of determining whether the Company has issued or sold, or shall be deemed to have issued or sold, any shares of Common Stock for a consideration per Common Share less than a price equal to the Applicable Price), the following shall be applicable:
Effect on Exercise Price of Certain Events. For purposes of determining the adjusted Exercise Price under Paragraph 4(a) hereof, the following will be applicable: ------------------------------------------ (i) Issuance of Rights or Options. If the Company in any manner issues or grants any warrants, rights or options, whether or not immediately exercisable, to subscribe for or to ----------------------------- purchase Common Stock or other securities convertible into or exchangeable for Common Stock ("Convertible Securities") (such warrants, rights and options to purchase Common Stock or Convertible Securities are hereinafter referred to as "Options") and the price per share for which Common Stock is issuable upon the exercise of such Options is less than the Market Price on the date of issuance or grant of such Options, then the maximum total number of shares of Common Stock issuable upon the exercise of all such Options will, as of the date of the issuance or grant of such Options, be deemed to be outstanding and to have been issued and sold by the Company for such price per share. For purposes of the preceding sentence, the "price per share for which Common Stock is issuable upon the exercise of such Options" is determined by dividing (i) the total amount, if any, received or receivable by the Company as consideration for the issuance or granting of all such Options, plus the minimum aggregate amount of additional consideration, if any, payable to the Company upon the exercise of all such Options, plus, in the case of Convertible Securities issuable upon the exercise of such Options, the minimum aggregate amount of additional consideration payable upon the conversion or exchange thereof at the time such Convertible Securities first become convertible or exchangeable, by (ii) the maximum total number of shares of Common Stock issuable upon the exercise of all such Options (assuming full conversion of Convertible Securities, if applicable). No further adjustment to the Exercise Price will be made upon the actual issuance of such Common Stock upon the exercise of such Options or upon the conversion or exchange of Convertible Securities issuable upon exercise of such Options.
Effect on Exercise Price of Certain Events. FOR PURPOSES OF DETERMINING -------------------------------------------- THE ADJUSTED EXERCISE PRICE UNDER PARAGRAPH 4(A) HEREOF, THE FOLLOWING WILL BE APPLICABLE: -Issuance of Rights or Options. IF THE COMPANY IN ANY MANNER ISSUES OR GRANTS ------------------------------- ANY WARRANTS, RIGHTS OR OPTIONS, WHETHER OR NOT IMMEDIATELY EXERCISABLE, TO SUBSCRIBE FOR OR TO PURCHASE COMMON STOCK OR OTHER SECURITIES CONVERTIBLE INTO OR EXCHANGEABLE FOR COMMON STOCK ("CONVERTIBLE SECURITIES") (SUCH WARRANTS, RIGHTS AND OPTIONS TO PURCHASE COMMON STOCK OR CONVERTIBLE SECURITIES ARE HEREINAFTER REFERRED TO AS "OPTIONS") AND THE PRICE PER SHARE FOR WHICH COMMON STOCK IS ISSUABLE UPON THE EXERCISE OF SUCH OPTIONS IS LESS THAN THE MARKET PRICE ON THE DATE OF ISSUANCE OR GRANT OF SUCH OPTIONS, THEN THE MAXIMUM TOTAL NUMBER OF SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE OF ALL SUCH OPTIONS WILL, AS OF THE DATE OF THE ISSUANCE OR GRANT OF SUCH OPTIONS, BE DEEMED TO BE OUTSTANDING AND TO HAVE BEEN ISSUED AND SOLD BY THE COMPANY FOR SUCH PRICE PER SHARE. FOR PURPOSES OF THE PRECEDING SENTENCE, THE "PRICE PER SHARE FOR WHICH COMMON STOCK IS ISSUABLE UPON THE EXERCISE OF SUCH OPTIONS" IS DETERMINED BY DIVIDING (I) THE TOTAL AMOUNT, IF ANY, RECEIVED OR RECEIVABLE BY THE COMPANY AS CONSIDERATION FOR THE ISSUANCE OR GRANTING OF ALL SUCH OPTIONS, PLUS THE MINIMUM AGGREGATE AMOUNT OF ADDITIONAL CONSIDERATION, IF ANY, PAYABLE TO THE COMPANY UPON THE EXERCISE OF ALL SUCH OPTIONS, PLUS, IN THE CASE OF CONVERTIBLE SECURITIES ISSUABLE UPON THE EXERCISE OF SUCH OPTIONS, THE MINIMUM AGGREGATE AMOUNT OF ADDITIONAL CONSIDERATION PAYABLE UPON THE CONVERSION OR EXCHANGE THEREOF AT THE TIME SUCH CONVERTIBLE SECURITIES FIRST BECOME CONVERTIBLE OR EXCHANGEABLE, BY (II) THE MAXIMUM TOTAL NUMBER OF SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE OF ALL SUCH OPTIONS (ASSUMING FULL CONVERSION OF CONVERTIBLE SECURITIES, IF APPLICABLE). NO FURTHER ADJUSTMENT TO THE EXERCISE PRICE WILL BE MADE UPON THE ACTUAL ISSUANCE OF SUCH COMMON STOCK UPON THE EXERCISE OF SUCH OPTIONS OR UPON THE CONVERSION OR EXCHANGE OF CONVERTIBLE SECURITIES ISSUABLE UPON EXERCISE OF SUCH OPTIONS. -Issuance of Convertible Securities. IF THE COMPANY IN ANY MANNER ISSUES OR ------------------------------------- SELLS ANY CONVERTIBLE SECURITIES, WHETHER OR NOT IMMEDIATELY CONVERTIBLE (OTHER -- THAN WHERE THE SAME ARE ISSUABLE UPON THE EXERCISE OF OPTIONS) AND THE PRICE PER SHARE FOR WHICH COMMON STOCK IS ISSUABLE UPON SUCH ...
Effect on Exercise Price of Certain Events. For purposes ------------------------------------------ of determining
