Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.4, and such issuance dates occur within a period of no more than ninety (90) days from the first such issuance to the final such issuance, then, upon the final such issuance, such Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 11 contracts
Sources: Contribution and Exchange Agreement (RiverRoad Capital Partners, LLC), Contribution and Exchange Agreement (Steinberg Michael), Contribution and Exchange Agreement (Sagrera Ricardo A.)
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection Section 5.4.4, and such issuance dates occur within a period of no more than ninety (90) days from the first such issuance to the final such issuance, then, upon the final such issuance, such the Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 6 contracts
Sources: Share Purchase Agreement (Saunders Acquisition Corp), Exchange Agreement (Franklin Electronic Publishers Inc), Exchange Agreement (Saunders Acquisition Corp)
Multiple Closing Dates. In the event the Corporation Company shall issue on more than one date Additional Shares of Common Stock that are a part comprised of one transaction shares of the same series or a series class of related transactions Preferred Stock and that would result in an adjustment to the Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.4Section 7.4 above, and such issuance dates occur within a period of no more than ninety forty-five (9045) days from the first such issuance to the final such issuance, then, upon the final such issuance, such the Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first final such issuance (and without giving effect to any additional adjustments as a result of any such subsequent prior issuances within such period).
Appears in 5 contracts
Sources: Note Purchase Agreement (Orion Energy Systems, Inc.), Note Agreement (Orion Energy Systems, Inc.), Note Agreement (Orion Energy Systems, Inc.)
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.4, and such issuance dates occur within a period of no more than ninety (90) days from the first such issuance to the final such issuance, Section 4.4.4 then, upon the final such issuance, such the Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 4 contracts
Sources: Series B Preferred Stock Purchase Agreement (Ondas Inc.), Preferred Stock Purchase Agreement (Ondas Holdings Inc.), Preferred Stock Purchase Agreement (Ondas Holdings Inc.)
Multiple Closing Dates. In the event the Corporation Company shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Conversion Warrant Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.4Section 8(a) above, and such issuance dates occur within a period of no more than ninety (90) 30 days from the first such issuance to the final such issuance, then, upon the final such issuance, such Conversion the Warrant Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 4 contracts
Sources: Warrant Agreement (Vertical Communications, Inc.), Warrant Agreement (Vertical Communications, Inc.), Warrant Agreement (Vertical Communications, Inc.)
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the a Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.44.4.4 , and such issuance dates occur within a period of no more than ninety (90) 90 days from the first such issuance to the final such issuance, then, upon the final such issuance, such Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 4 contracts
Sources: Common Stock Purchase Warrant (Care.com Inc), Preferred Stock Purchase Warrant (Care.com Inc), Common Stock Purchase Warrant (Care.com Inc)
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Series A Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.44.4.4 above, and such issuance dates occur within a period of no more than ninety (90) 90 days from the first such issuance to the final such issuance, then, upon the final such issuance, such the Series A Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 3 contracts
Sources: Series a Preferred Stock and Warrant Purchase Agreement (Farmstead Telephone Group Inc), Series a Preferred Stock and Warrant Purchase Agreement (Farmstead Telephone Group Inc), Series a Preferred Stock and Warrant Purchase Agreement (Farmstead Telephone Group Inc)
Multiple Closing Dates. In the event the Corporation Company shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.4, and such issuance dates occur within a period of no more than ninety (90) days from the first such issuance to the final such issuanceSection 4.5(f)(iii), then, upon the final such issuance, such the Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 3 contracts
Sources: Securities Purchase Agreement (American Virtual Cloud Technologies, Inc.), Debenture (American Virtual Cloud Technologies, Inc.), Debenture (American Virtual Cloud Technologies, Inc.)
Multiple Closing Dates. In the event the Corporation Company shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Series A Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.4, and such issuance dates occur within a period of no more than ninety (90Section 4.2(c) days from the first such issuance to the final such issuance, above then, upon the final such issuance, such the Series A Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without additional giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 3 contracts
Sources: Merger Agreement (General Devices Inc), Securities Purchase Agreement (General Devices Inc), Stock Purchase Agreement (General Devices Inc)
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.4, and such issuance dates occur within a period of no more than ninety (90) days from the first such issuance to the final such issuanceSection 4.4.4, then, upon the final such issuance, such the Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 3 contracts
Sources: Series a Preferred Stock Purchase Agreement (zSpace, Inc.), Preferred Stock Purchase Agreement (TypTap Insurance Group, Inc.), Preferred Stock Purchase Agreement (HCI Group, Inc.)
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Series A Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.4Section A.5.d.iv, and such issuance dates occur within a period of no more than ninety (90) days from the first such issuance to the final such issuance, then, upon the final such issuance, such the Series A Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 3 contracts
Sources: Investment and Transaction Agreement (Id Systems Inc), Investment and Transaction Agreement (Id Systems Inc), Investment and Transaction Agreement (Id Systems Inc)
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Series 1 Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.4, and such issuance dates occur within a period of no more than ninety (90) days from the first such issuance to the final such issuance, 4.4.4. then, upon the final such issuance, such the Series 1 Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 2 contracts
Sources: Merger Agreement (Zynerba Pharmeceuticals, Inc.), Merger Agreement (Zynerba Pharmeceuticals, Inc.)
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Conversion Price of any applicable to a series of Preferred Stock pursuant to the terms of Subsection 5.4.44.4.4, and such issuance dates occur within a period of no more than ninety (90) days from the first such issuance to the final such issuance, then, upon the final such issuance, such the Conversion Price for such series of Preferred Stock shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 2 contracts
Sources: Preferred Stock Purchase Agreement (Ovid Therapeutics Inc.), Series B 1 Preferred Stock Purchase Agreement (Ovid Therapeutics Inc.)
Multiple Closing Dates. In the event the Corporation Company shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Series B Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.4, and such issuance dates occur within a period of no more than ninety (90Section 4.2(c) days from the first such issuance to the final such issuance, above then, upon the final such issuance, such the Series B Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without additional giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 2 contracts
Sources: Merger Agreement (General Devices Inc), Securities Purchase Agreement (General Devices Inc)
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Series A Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.43.4.4, and such issuance dates occur within a period of no more than ninety (90) 90 days from the first such issuance to the final such issuance, then, upon the final such issuance, such the Series A Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 2 contracts
Sources: License Agreement (Abpro Corp), License Agreement (Abpro Corp)
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Series C Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.4, and such issuance dates occur within a period of no more than ninety (90) 90 days from the first such issuance to the final such issuance, then, upon the final such issuance, such the Series C Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 2 contracts
Sources: Securities Purchase Agreement (Air Liquide Investissements d'Avenir Et De Demonstration), Securities Purchase Agreement (Plug Power Inc)
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Series A Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.4, and such issuance dates occur within a period of no more than ninety (90) days from the first such issuance to the final such issuance, 4.4.4 then, upon the final such issuance, such the Series A Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 2 contracts
Sources: Merger Agreement (iHookup Social, Inc.), Merger Agreement (iHookup Social, Inc.)
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Series A Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.44.4.4 , and such issuance dates occur within a period of no more than ninety (90) days from the first such issuance to the final such issuance, then, upon the final such issuance, such the Series A Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 1 contract
Sources: Series a Preferred Stock Purchase Agreement (Gi Dynamics, Inc.)
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part comprised of one transaction shares of the same series or a series class of related transactions Preferred Stock and that would result in an adjustment to the Series C Conversion Price of any series of Preferred Stock Price, pursuant to the terms of Subsection 5.4.4subsection 3.9.4(d)(iv) above, and such issuance dates occur within a period of no more than ninety (90) 45 days from the first such issuance to the final such issuance, then, upon the final such issuance, such the Series C Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first final such issuance (and without giving effect to any additional adjustments as a result of any such subsequent prior issuances within such period).
Appears in 1 contract
Sources: Series C Senior Convertible Preferred Stock Purchase Agreement (Orion Energy Systems, Inc.)
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Series B Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.44.4.4, and such issuance dates occur within a period of no more than ninety (90) days from the first such issuance to the final such issuance, then, upon the final such issuance, such the Series B Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 1 contract
Sources: Certificate of Incorporation (Capstone Therapeutics Corp.)
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.4, and such issuance dates occur within a period of no more than ninety (90) days from the first such issuance to the final such issuanceSection 3.4.4, then, upon the final such issuance, such the Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 1 contract
Sources: Series D Preferred Stock Purchase Agreement (Caladrius Biosciences, Inc.)
Multiple Closing Dates. In the event the Corporation Company shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.4Section 6(e)(i)(D), and such issuance dates occur within a period of no more than ninety (90) days from the first such issuance to the final such issuance, then, upon the final such issuance, such the Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 1 contract
Sources: Business Combination Agreement (Digital Transformation Opportunities Corp.)
Multiple Closing Dates. In the event the Corporation shall issue on more than one (1) date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.4, and such issuance dates occur within a period of no more than ninety (90) days from the first such issuance to the final such issuance, 4.4.4 then, upon the final such issuance, such the Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 1 contract
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.47.4(d), and such issuance dates occur within a period of no more than ninety (90) days from the first such issuance to the final such issuance, then, upon the final such issuance, such the Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 1 contract
Sources: Series a Preferred Stock Purchase Agreement (Adamas One Corp.)
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Series A Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.45(d)(iv) above, and such issuance dates occur within a period of no more than ninety (90) man 180 days from the first such issuance to the final such issuance, then, upon the final such issuance, such the Series A Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without additional giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 1 contract
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.4, 4.3.4 and such issuance dates occur within a period of no more than ninety (90) days from the first such issuance to the final last such issuance, then, upon the final such issuance, such the Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 1 contract
Sources: Business Combination Agreement (Pioneer Merger Corp.)
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Conversion Price of any applicable to a series of Preferred Stock pursuant to the terms of Subsection 5.4.47.D(c), and such issuance dates occur within a period of no more than ninety (90) days from the first such issuance to the final such issuance, then, upon the final such issuance, such Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 1 contract
Sources: Facility Agreement (Kempharm, Inc)
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Series A Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.44.4.4, and such issuance dates occur within a period of no more than ninety (90) 90 days from the first such issuance to the final such issuance, then, upon the final such issuance, such the Series A Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 1 contract
Multiple Closing Dates. In the event the Corporation shall issue on more than one date date, Additional Shares of Common Stock that which are a part comprised of one transaction shares of the same series or a series class of related transactions Preferred Stock and that would which result in an adjustment to the applicable Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.44(d)(iv) above, and such issuance dates occur within a period of no more than ninety (90) days from the first such issuance to the final such issuance120 days, then, upon the final such issuance, such the applicable Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first final such issuance (and without giving effect to any additional adjustments as a result of any such subsequent prior issuances within such period).
Appears in 1 contract
Sources: Merger Agreement (Tangoe Inc)
Multiple Closing Dates. In the event the Corporation shall issue on more than one date Additional Shares of Common Stock that are a part of one transaction or a series of related transactions and that would result in an adjustment to the Series D Conversion Price of any series of Preferred Stock pursuant to the terms of Subsection 5.4.44.4.4, and such issuance dates occur within a period of no more than ninety (90) 90 days from the first such issuance to the final such issuance, then, upon the final such issuance, such the Series D Conversion Price shall be readjusted to give effect to all such issuances as if they occurred on the date of the first such issuance (and without giving effect to any additional adjustments as a result of any such subsequent issuances within such period).
Appears in 1 contract
Sources: Convertible Preferred Stock and Warrant Purchase Agreement (Idera Pharmaceuticals, Inc.)