Common use of Optional Tax Adjustment Clause in Contracts

Optional Tax Adjustment. The Company may at its option, at any time during the term of the Warrants, increase the number of shares of Common Stock into which each Warrant is exercisable, or decrease the Exercise Price, in addition to those changes required by Section 5.1(a), Section 5.1(b) and Section 5.1(c) as deemed advisable by the Board of Directors of the Company, in order that any event treated for federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipients.

Appears in 10 contracts

Samples: Warrant Agreement (Civitas Resources, Inc.), Warrant Agreement (Civitas Resources, Inc.), Warrant Agreement (Bonanza Creek Energy, Inc.)

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Optional Tax Adjustment. The Company may at its option, at any time during the term of the Warrants, increase the number of shares of Common Stock Warrant Shares into which each Warrant is exercisable, or decrease the Exercise Warrant Price, in addition to those changes required by Section 5.1(a6.1(a), Section 5.1(b6.1(b), 6.1(c), 6.1(d) and Section 5.1(c) or 6.1(g), as deemed advisable by the Board of Directors of the Company, in order that any event treated for federal Federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipientsRecipients.

Appears in 5 contracts

Samples: Warrant Agreement (Ascent Energy Inc), Warrant Agreement (Chesapeake Energy Corp), Warrant Agreement (Gothic Energy Corp)

Optional Tax Adjustment. The Company may at its option, at any time during the term of the Warrants, increase the number of shares of Common Stock Warrant Shares into which each Warrant is exercisable, or decrease the Exercise Warrant Price, in addition to those changes required by Section 5.1(a), Section 5.1(b), 5.1(c), 5.1(d) and Section 5.1(c) or 5.1(g), as deemed advisable by the Board of Directors of the Company, in order that any event treated for federal Federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipientsRecipients.

Appears in 5 contracts

Samples: Warrant Agreement (Conrad Industries Inc), Warrant Agreement (Joint Energy Development Investments Lp), Stockholders Allocation Agreement (Coda Energy Inc)

Optional Tax Adjustment. The Company may at its option, at any time during the term of the Warrants, increase the number of shares of Common Stock Warrant Shares into which each Warrant is exercisable, or decrease the Exercise Price, in addition to those changes required by Section 5.1(a6.1(b), Section 5.1(b6.1(c) and Section 5.1(c) or 6(d), as deemed advisable by the Board of Directors of the Company, in order that any event treated for federal Federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipientsholders of the Common Stock or for any other purpose. Such adjustment may be made upon such terms as the Company may deem appropriate.

Appears in 4 contracts

Samples: Warrant Agreement, Warrant Agreement (Danaos Corp), Warrant Agreement (Danaos Corp)

Optional Tax Adjustment. The Company may at its option, at any time during prior to the term of the WarrantsExpiration Date, increase the number of shares of Common Stock or other shares of capital stock into which each Warrant is exercisable, or decrease the Exercise Price, in addition to those changes required by Section 5.1(a), Section 5.1(b13(a) and Section 5.1(c13(b) hereof, as deemed advisable by the Board of Directors of the CompanyDirectors, in order that any event treated for federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipients.

Appears in 3 contracts

Samples: Warrant Agreement (Consolidated Communications Holdings, Inc.), Warrant Agreement (Fairpoint Communications Inc), Warrant Agreement (SemGroup Corp)

Optional Tax Adjustment. The Company may at its option, at any time during prior to the term of the WarrantsExpiration Time, increase the number of shares of Common Stock Shares into which each Warrant is exercisable, or decrease the Exercise PricePrice for such Warrant, in addition to those changes otherwise required by Section 5.1(a)this Article 4, Section 5.1(b) and Section 5.1(c) as deemed advisable by the Board of Directors of the CompanyBoard, in order that any event treated for federal Federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipientsrecipients or that such tax shall be diminished.

Appears in 3 contracts

Samples: Warrant Agreement (Chesapeake Energy Corp), Warrant Agreement (Chesapeake Energy Corp), Warrant Agreement (Chesapeake Energy Corp)

Optional Tax Adjustment. The Company may at its option, at any time during the term of the Warrants, increase the number of shares of Common Stock Warrant Shares into which each Warrant is exercisable, or decrease the Exercise Warrant Price, in addition to those changes required by Section 5.1(a), Section 5.1(b), 5.1(c), 5.1(d) and Section 5.1(c) or 5.1(f), as deemed advisable by the Board of Directors of the Company, in order that any event treated for federal Federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipientsRecipients.

Appears in 3 contracts

Samples: Warrant Agreement (Forcenergy Inc), Warrant Agreement (Forcenergy Inc), Warrant Agreement (Forcenergy Inc)

Optional Tax Adjustment. The Company may at its option, at any time during the term of the Warrants, increase the number of shares of Common Stock into which each Warrant is exercisable, or decrease the Exercise Price, in addition to those changes required by Section 5.1(a), Section 5.1(b), Section 5.1(c) and Section 5.1(c) 5.1(d), as deemed advisable by the Board of Directors of the Company, in order that any event treated for federal Federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipients.

Appears in 3 contracts

Samples: Warrant Agreement (Denbury Inc), Warrant Agreement (Denbury Inc), Warrant Agreement (Oasis Petroleum Inc.)

Optional Tax Adjustment. The Company may at its option, at any time during the term of the Warrants, increase the number of shares of Common Stock into which each Warrant is exercisable, or decrease the Exercise Price, in addition to those changes required by Section 5.1(aSections 5.1(b), Section 5.1(b5.1(c), 5.1(d) and Section 5.1(c5.1(e) as deemed advisable by the Board of Directors of the Company, in order that any event treated for federal Federal income tax purposes as a dividend of stock shares or stock share rights shall not be taxable to the recipients.

Appears in 2 contracts

Samples: Warrant Agreement (Lonestar Resources US Inc.), Warrant Agreement (Lonestar Resources US Inc.)

Optional Tax Adjustment. The Company may at its option, at any time during the term of the Warrants, increase the number of shares of Common Stock into which each Warrant is exercisable, or decrease the Exercise Price, in addition to those changes required by Section 5.1(aSections 4.1(a), Section 5.1(b4.1(b), 4.1(c), 4.1(d), 4.1(e) and Section 5.1(c) or 4.1(f), as deemed advisable by the Board of Directors of the Company, in order that any event treated for federal Federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipients.

Appears in 2 contracts

Samples: Warrant Agreement (Aventine Renewable Energy Holdings Inc), Warrant Agreement (Aventine Renewable Energy Holdings Inc)

Optional Tax Adjustment. The Company may at its option, at any time during the term of the Warrants, increase the number of shares of Common Stock Shares into which each Warrant is exercisable, or decrease the Exercise Price, in addition to those changes required by Section 5.1(a), Section 5.1(b), Section 5.1(c), Section 5.1(d) and Section 5.1(c5.1(e) as deemed advisable by the Board of Directors of the Company, in order that any event treated for federal Federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipientsrecipients of such dividend of stock or stock rights.

Appears in 2 contracts

Samples: Warrant Agreement (Ultra Petroleum Corp), Warrant Agreement (Ultra Petroleum Corp)

Optional Tax Adjustment. The Company may at its option, at any time during the term of the Warrants, increase the number of shares of Common Stock into which each Warrant is exercisable, or decrease the Exercise Price, in addition to those changes required by Section 5.1(a), Section 5.1(b) and ), Section 5.1(c), Section 5.1(d) or Section 5.1(e) as deemed advisable by the Board of Directors of the Company, in order that any event treated for federal Federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipients.

Appears in 1 contract

Samples: Warrant Agreement (Parker Drilling Co /De/)

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Optional Tax Adjustment. The Company may at its option, at any ----------------------- time during the term of the Warrants, increase the number of shares of New Common Stock into which each Warrant is exercisable, or decrease the Exercise Priceconstitute a Stock Unit, in addition to those changes required by Section 5.1(a)this Sections 5.1, Section 5.1(b) and Section 5.1(c) as deemed advisable by the Board of Directors of the Company, in order that any event treated for federal Federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipients.

Appears in 1 contract

Samples: Warrant Agreement (Rf Monolithics Inc /De/)

Optional Tax Adjustment. The Company may at its option, at any time during prior to the term of the WarrantsExpiration Date, increase the number of shares of Common Stock or other shares of capital stock into which each Warrant is exercisable, or decrease the Exercise Price, in addition to those changes required by Section 5.1(a), Section 5.1(bSections 12(a) and Section 5.1(c(b) hereof, as deemed advisable by the Board of Directors of the CompanyDirectors, in order that any event treated for federal Federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipients.

Appears in 1 contract

Samples: New Common Stock Warrant Agreement (Movie Gallery Inc)

Optional Tax Adjustment. The Company may at its option, at any time during the term of the Warrants, increase the number of shares of Common Stock into which each Warrant is exercisable, or decrease the Exercise Price, in addition to those changes required by Section Sections 5.1(a), Section 5.1(b) ), 5.1(c), and Section 5.1(c) 5.1(d), as deemed advisable by the Board of Directors of the Company, in order that any event treated for federal Federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipients.

Appears in 1 contract

Samples: Warrant Agreement (Avaya Holdings Corp.)

Optional Tax Adjustment. The Company may at its option, at any time during prior to the term of the WarrantsExpiration Date, increase the number of shares of Common Stock or other shares of capital stock into which each Warrant is exercisable, or decrease the Exercise Price, in addition to those changes required by Section 5.1(aSections 12(a) and (b), Section 5.1(b) and Section 5.1(c) as deemed advisable by the Board of Directors of the CompanyBoard, in order that any event treated for federal Federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipients.

Appears in 1 contract

Samples: Warrant Agreement (Calpine Corp)

Optional Tax Adjustment. The Company may at its option, at any time during the term of the Warrants, increase the number of shares of New Common Stock into which each Warrant is exercisable, or decrease the Exercise Priceconstitute a Stock Unit, in addition to those changes required by Section 5.1(a)this Sections 5.1, Section 5.1(b) and Section 5.1(c) as deemed advisable by the Board of Directors of the Company, in order that any event treated for federal Federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipients.

Appears in 1 contract

Samples: Warrant Agreement (Rf Monolithics Inc /De/)

Optional Tax Adjustment. The Company may at its option, at any time during the term of the Warrants, increase the number of shares of Common Stock Warrant Shares into which each Warrant is exercisable, or decrease the Exercise Price, in addition to those changes otherwise required by this Section 5.1(a)4, Section 5.1(b) and Section 5.1(c) as deemed advisable by the Board of Directors of the Company, in order that any event treated for federal Federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipientsholders of the Common Stock or for any other purpose. Such adjustment may be made upon such terms as the Company may deem appropriate.

Appears in 1 contract

Samples: Form of Warrant Agreement (Marshall Edwards Inc)

Optional Tax Adjustment. The Company may at its option, at any time during the term of the Warrants, increase the number of shares of Common Stock into which each Warrant is exercisable, or decrease the Exercise Price, in addition to those changes required by Section 5.1(a), Section 5.1(b), Section 5.1(c) and Section 5.1(c5.1(d) as deemed advisable by the Board of Directors of the Company, in order that any event treated for federal Federal income tax purposes as a dividend of stock or stock rights shall not be taxable to the recipients.

Appears in 1 contract

Samples: Warrant Agreement (Harvest Oil & Gas Corp.)

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