Common use of Issuance of Options Clause in Contracts

Issuance of Options. If the Issuer in any manner issues or grants any Options, then the total maximum number of shares of Common Stock issuable upon the exercise of such Options (or upon conversion or exchange of the total maximum amount of Convertible Securities issuable upon the exercise of such Options) shall be deemed, for purposes of Section 5.3(a), to be outstanding and to have been issued and sold by the Issuer. For purposes of Section 5.3(a), the shares of Common Stock issuable upon exercise of Options or upon conversion or exchange of Convertible Securities issuable upon exercise of Options for Convertible Securities shall be deemed to have been issued and sold at a price per share equal to (A) the sum of (x) the total amount, if any, received or receivable by the Issuer as consideration for the issuance or granting of such Options plus (y) the minimum aggregate amount of additional consideration, if any, payable to the Issuer upon the exercise of all such Options plus (z) in the case of such Options for Convertible Securities, the minimum aggregate amount of additional consideration, if any, payable to the Issuer upon conversion or exchange of such Convertible Securities divided by (B) the total maximum number of shares of Common Stock issuable upon exercise of such Options or upon the conversion or exchange of all such Convertible Securities issuable upon the exercise of such Options.

Appears in 5 contracts

Samples: Warrant Agreement (Avenue Capital Management II, L.P.), Warrant Agreement (NextWave Wireless Inc.), Intercreditor Agreement (NextWave Wireless Inc.)

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Issuance of Options. If the Issuer Company in any manner issues or grants any Options, then the total maximum number of shares of Common Stock issuable upon the exercise of such Options (or upon conversion or exchange of the total maximum amount of Convertible Securities issuable upon the exercise of such Options) shall be deemed, for purposes of Section 5.3(a), to be outstanding and to have been issued and sold by the IssuerCompany. For purposes of Section 5.3(a), the shares of Common Stock issuable upon exercise of Options or upon conversion or exchange of Convertible Securities issuable upon exercise of Options for Convertible Securities shall be deemed to have been issued and sold at a price per share equal to (A) the sum of (x) the total amount, if any, received or receivable by the Issuer Company as consideration for the issuance or granting of such Options plus (y) the minimum aggregate amount of additional consideration, if any, consideration payable to the Issuer Company upon the exercise of all such Options plus (z) in the case of such Options for Convertible Securities, the minimum aggregate amount of additional consideration, if any, payable to the Issuer Company upon conversion issuance or exchange sale of such Convertible Securities and the conversion or exchange thereof divided by (B) the total maximum number of shares of Common Stock issuable upon exercise of such Options or upon the conversion or exchange of all such Convertible Securities issuable upon the exercise of such Options.

Appears in 4 contracts

Samples: Warrant Agreement (Eagle Pacific Industries Inc/Mn), Warrant Agreement (Carrizo Oil & Gas Inc), Warrant Agreement (Pw Eagle Inc)

Issuance of Options. If the Issuer Company shall, at any time or from time to time after the date hereof, in any manner issues grant or grants sell (whether directly or by assumption in a merger or otherwise) any Options, whether or not such Options or the right to convert or exchange any Convertible Securities issuable upon the exercise of such Options are immediately exercisable, and the price per share (determined as provided in this Section 3(c)(i) and in Section 3(c)(v)) for which Common Stock is issuable upon the exercise of such Options or upon the conversion or exchange of Convertible Securities issuable upon the exercise of such Options is less than the Exercise Price in effect immediately prior to the time of the granting or sale of such Options, then the total maximum number of shares of Common Stock issuable upon the exercise of such Options (or upon conversion or exchange of the total maximum amount of Convertible Securities issuable upon the exercise of such Options) shall be deemed, for purposes of Section 5.3(a), to be outstanding and to have been issued and sold by the Issuer. For purposes of Section 5.3(a), the shares of Common Stock issuable upon exercise of Options or upon conversion or exchange of Convertible Securities issuable upon exercise of Options for Convertible Securities shall be deemed to have been issued as of the date of granting or sale of such Options (and sold thereafter shall be deemed to be outstanding for purposes of adjusting the Exercise Price under Section 3(a)), at a price per share equal to (A) the sum of (x) the total amount, if any, received or receivable quotient obtained by the Issuer as consideration for the issuance or granting of such Options plus (y) the minimum aggregate amount of additional consideration, if any, payable to the Issuer upon the exercise of all such Options plus (z) in the case of such Options for Convertible Securities, the minimum aggregate amount of additional consideration, if any, payable to the Issuer upon conversion or exchange of such Convertible Securities divided by (B) the total maximum number of shares of Common Stock issuable upon exercise of such Options or upon the conversion or exchange of all such Convertible Securities issuable upon the exercise of such Options.dividing:

Appears in 3 contracts

Samples: Agile Therapeutics Inc, Agile Therapeutics Inc, Agile Therapeutics Inc

Issuance of Options. If the Issuer Company in any manner issues grants or grants sells any OptionsOptions for the purchase of shares of Common Stock or any Convertible Securities, then the total maximum number of shares of Common Stock issuable upon the exercise of such Options (Options, or upon conversion or exchange of the total maximum amount of such Convertible Securities issuable upon the exercise of such Options) , shall be deemed, for purposes of Section 5.3(a), deemed to be outstanding and to have been issued and sold by the IssuerCompany at such time. For purposes of this Section 5.3(a)3B(i) and Section 3A, the price per share for which shares of Common Stock are issuable upon exercise of such Options or upon conversion or exchange of such Convertible Securities issuable upon exercise of Options for Convertible Securities shall be deemed to have been issued and sold at a price per share equal to is determined by dividing (A) the sum of (x) the total amount, if any, received or receivable by the Issuer Company as consideration for the issuance granting or granting sale of such Options Options, plus (y) the minimum aggregate amount of additional consideration, if any, consideration payable to the Issuer Company upon the exercise of all such Options Options, plus (z) in the case of such Options for which are exercisable into Convertible Securities, the minimum aggregate amount of additional consideration, if any, payable to the Issuer Company upon conversion the issuance or exchange sale of such Convertible Securities divided and the conversion or exchange thereof, by (B) the total maximum number of shares of Common Stock issuable upon exercise of such Options or upon the conversion or exchange of all such Convertible Securities issuable upon the exercise of such Options.

Appears in 1 contract

Samples: Exercise Agreement (Dorsey Trailers Inc)

Issuance of Options. If the Issuer Company in any manner issues or grants any Options, then the total maximum number of shares of Common Stock issuable upon the exercise of such Options (or upon conversion or exchange of the total maximum amount of Convertible Securities issuable upon the exercise of such Options) shall be deemed, for purposes of Section 5.3(a), to be outstanding and to have been issued and sold by the IssuerCompany. For purposes of Section 5.3(a), the shares of Common Stock issuable upon exercise of Options or upon conversion or exchange of Convertible Securities issuable upon exercise of Options for Convertible Securities shall be deemed to have been issued and sold at a price per share equal to (A) the sum of (x) the total amount, if any, received or receivable by the Issuer Company as consideration for the issuance or granting of such Options plus (y) the ---- minimum aggregate amount of additional consideration, if any, consideration payable to the Issuer Company upon the exercise of all such Options plus (z) in the case of such Options ---- for Convertible Securities, the minimum aggregate amount of additional consideration, if any, payable to the Issuer Company upon conversion issuance or exchange sale of such Convertible Securities and the conversion or exchange thereof divided by (B) the total maximum number of ---------- shares of Common Stock issuable upon exercise of such Options or upon the conversion or exchange of all such Convertible Securities issuable upon the exercise of such Options.

Appears in 1 contract

Samples: Warrant Agreement (Lexar Media Inc)

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Issuance of Options. If the Issuer Company shall, at any time or from time to time after the Original Issue Date, in any manner issues grant or grants sell (whether directly or by assumption in a merger or otherwise) any Options, whether or not such Options or the right to convert or exchange any Convertible Securities issuable upon the exercise of such Options are immediately exercisable, and the price per share (determined as provided in this paragraph and in Section 4(c)(v)) for which Common Stock is issuable upon the exercise of such Options or upon the conversion or exchange of Convertible Securities issuable upon the exercise of such Options is less than the Baseline Price in effect immediately prior to the time of the granting or sale of such Options, then the total maximum number of shares of Common Stock issuable upon the exercise of such Options (or upon conversion or exchange of the total maximum amount of Convertible Securities issuable upon the exercise of such Options) shall be deemed, for purposes of Section 5.3(a), to be outstanding and to have been issued and sold by the Issuer. For purposes of Section 5.3(a), the shares of Common Stock issuable upon exercise of Options or upon conversion or exchange of Convertible Securities issuable upon exercise of Options for Convertible Securities shall be deemed to have been issued as of the date of granting or sale of such Options (and sold thereafter shall be deemed to be outstanding for purposes of adjusting the number of Warrant Shares under Section 4(a)), at a price per share equal to the quotient obtained by dividing (A) the sum (which sum shall constitute the applicable consideration received for purposes of Section 4(a)) of (x) the total amount, if any, received or receivable by the Issuer Company as consideration for the issuance granting or granting sale of all such Options Options, plus (y) the minimum aggregate amount of additional consideration, if any, consideration payable to the Issuer Company upon the exercise of all such Options Options, plus (z) ), in the case of such Options for which relate to Convertible Securities, the minimum aggregate amount of additional consideration, if any, payable to the Issuer upon conversion or exchange of such Convertible Securities divided by (B) the total maximum number of shares of Common Stock issuable upon exercise of such Options or upon the conversion or exchange of all such Convertible Securities issuable upon the exercise of such Options.additional

Appears in 1 contract

Samples: Avadim Health, Inc.

Issuance of Options. If the Issuer Company in any manner issues or grants any Options, then the total maximum number of shares of Common Stock issuable upon the exercise of such Options (or upon conversion or exchange of the total maximum amount of Convertible Securities issuable upon the exercise of such Options) shall be deemed, for purposes of Section 5.3(a), to be outstanding and to have been issued and sold by the IssuerCompany. For purposes of Section 5.3(a), the shares of Common Stock issuable upon exercise of Options or upon conversion or exchange of Convertible Securities issuable upon exercise of Options for Convertible Securities shall be deemed to have been issued and sold at a price per share equal to (A) the sum of (x1) the total amount, if any, received or receivable by the Issuer Company as consideration for the issuance or granting of such Options Options, plus (y2) the minimum aggregate amount of additional consideration, if any, consideration payable to the Issuer Company upon the exercise of all such Options Options, plus (z3) in the case of such Options for Convertible Securities, the minimum aggregate amount of additional consideration, if any, payable to the Issuer Company upon the conversion or exchange of such Convertible Securities Securities, divided by (B) the total maximum number of shares of Common Stock issuable upon exercise of such Options or upon the conversion or exchange of all such Convertible Securities issuable upon the exercise of such Options.

Appears in 1 contract

Samples: Warrant Agreement (Pw Eagle Inc)

Issuance of Options. If the Issuer Company in any manner issues or grants any Options, then the total maximum number of shares of Common Stock issuable upon the exercise of such Options (or upon conversion or exchange of the total maximum amount of Convertible Securities issuable upon the exercise of such Options) shall be deemed, for purposes of subsection (c)(i) of this Section 5.3(a)7, to be outstanding and to have been issued and sold by the IssuerCompany on the date of issuance or grant of such Options. For purposes of subsection (c)(i) of this Section 5.3(a)7, the shares of Common Stock issuable upon exercise of Options or upon conversion or exchange of Convertible Securities issuable upon exercise of Options for Convertible Securities shall be deemed to have been issued and sold at a price per share equal to (A) the sum of (x) the total amount, if any, received or receivable by the Issuer Company as consideration for the issuance or granting of such Options plus (y) the minimum aggregate amount of additional consideration, if any, consideration payable to the Issuer Company upon the exercise of all such Options plus (z) in the case of such Options for Convertible Securities, the minimum aggregate amount of additional consideration, if any, payable to the Issuer Company upon conversion issuance or exchange sale of such Convertible Securities and the conversion or exchange thereof divided by (B) the total maximum number of shares of Common Stock issuable upon exercise of such Options or upon the conversion or exchange of all such Convertible Securities issuable upon the exercise of such Options.

Appears in 1 contract

Samples: Tekoil & Gas Corp

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